Captain America: The Movie
by capyle
Summary: A prose version of a fanscript. Note: Avengers is not available in the Movie Category yet . In World War II, the US has succeeded in creating the perfect super soldier. Unfortunately, a Nazi officer wants to use these plans for his own purposes.
1. Chapter 1

Antarctica...

It's a vast land of frozen terrain. Nothing should be able to survive here. The wind howls. Snow is kicked up. Ice-flows lazily float along the water. A single mining vessel floats along the waters. On deck, scientists mill about, wearing protective clothing to help against the cold. The captain jots down a few notes on his pad of paper before a crew member calls out to him, "Captain, take a look at this!" The captain and several crew members curiously look over the side of the boat. In the water below, a large structure is clearly visible, indicating some sort of drilling tower. From the looks of it, it seems to be roughly seventy years old. "Might as well go down and take a look," the Captain tells his men.

An hour or more later, a small deep-sea vessel is launched under water. It dives down with only a single occupant. The vessel descends past the drilling tower, which is iced over. Farther down, the remains of a small structure are visible. Large pillars of frozen stone and metal jut and twist out of the darkness. The lights of the vessel provide the only source of illumination as it sinks deeper, exploring more of this destroyed compound. "You guys getting all of this?," the vessel's pilots asks as he controls the camera on the bottom side of the vessel. In the boat on the surface, several crew members and the caption watch the screen intently. "Is that what I think it is?," one of them asks. "It has to be," another answers. The vessel is now reaching the bottom of the Arctic Ocean. There are several piles of rubble, but one thing catches the pilot's eye. He moves in closer. Up ahead, there is a large metal cylinder with a foggy window. It is man-sized and seems to have been built specifically for preservation. Along the side: a Nazi swastika. He moves in closer, shinning his light on the foggy window of the cylinder. There is a lot of ice, but he can barely make out what appears to be a very human face. The light lowers and through the ice, a white star is visible on a metal surface with what appears to be a blue and red circle around it. "My God!," he exclaims.

SHIELD Headquarters. - Location: Unknown

A black military helicopter comes in for a landing outside of a secluded base. It's night. There are only a few lights, concealing the base as much as possible. The helicopter lands as several men rush toward it. The rear compartment opens into a ramp. Inside, a large, metal crate is wheeled out. The agents rush the crate inside and down a hallway. It is finally brought into a secured loading area where it is opened by a security clearance card. The crate opens mechanically and the agents pull the Nazi cylinder out on a cart. The device is still partially iced-over, indicating that the crate was keeping it cool. It is quickly wheeled into a nearby laboratory. A mechanical device moves the cylinder onto a table and the cart is wheeled outside. Scientists in white uniforms surround the cylinder and study it briefly as they shine spotlights on it. The lead scientist ignites a laser torch and begins running it along the bolted seal in order to get it open.

Behind a large window pane, a man in a suit watches the scientists work. He is an older man with graying hair. He turns as the sliding doors behind him open. A figure in a black trench coat rushes into the room. This is Nick Fury, the Director of SHIELD. He comes in, business like, flanked by two silent agents. "Colonel Fury," the older man greets him. "Agent Simon," Fury shakes his hand and looks out onto the floor of the lab, "I was informed of everything before I got here, but why don't you explain it to me yourself. I wanna hear this in person."

"A mining ship from Stark Enterprises found a sunken drilling structure in Antarctica. They believe it was the old mining compound that was used during the second World War."

"They were drilling for vibranium, right?"

"Yes,... in both instances, actually," Simon walks over to a nearby table and picks up a folder, "As you know, the compound was top secret at the time, so it has been lost for the past few decades."

"And they found him at the bottom?," Fury indicates the figure inside the cylinder.

"Yes."

"And we know it's our man?"

"We are about 95% sure."

"What about the Pentagon? What did they have to say?"

"Typical Pentagon denial at first, but we managed to get through the red tape this morning," he hands the folder over to Fury, "They faxed the information we needed a few hours ago."

"So... who was Captain America?"

"The information's all there," Fury looks through the folder as Simon continues, "Steve Rogers, born in 1917 to Irish immigrants," Fury comes across an old, black and white photograph of Steve: young, handsome, but sickly and thin, "He was diagnosed with polio at a young age. Refused admittance in the US army twice."

"So this scrawny white boy ended up becoming the living legend of World War II?"

In the lab, the cylinder lid rises, releasing a cloud of steam and a hiss. The scientists carefully raise the lid as Fury and Simon give it their full attention. The ice on the window cracks and slides off. As it open farther, more ice falls to the floor, partially melted. Fury watches carefully. A final cloud of steam falls out and as it clears, the body underneath can be seen more clearly. It is Steve Rogers, but he looks very muscular and healthy despite his pale complexion. His costume is still iced over, but it appears to be a torn leather uniform with bits of chain mail poking out of the tears in the fabric. On his partially exposed chest is a round, metal shield with a star at the center with a blue circle around it. There are two red circles surrounding it and a single white band between them. Despite the state of everything else, the shield remains shiny.

"It appears so," Simon answers Fury.


	2. Chapter 2

A revolving scanner circles the shield, taking readings via lasers. Scientists begin to write down the information gathered. "So the shield?," Fury asks. "Made entirely of vibranium," Simon responds as they walk down a hallway, "The boys in the lab say it's quite possibly the most physically perfect man-made artifact in the world." A door slides open for them and they enter the lab. Nearby, the body of Steve Rogers lay on a gurney, ready for inspection. "The body's ready to be studied," Simon explains as they begin to attach monitors, "We should be able to find out rather quickly if it is, indeed, Steve Rogers." Fury examines the body, "This is weird. I mean, really weird. If this guy were alive, he'd be, what... ninety-two? Doesn't look a day over twenty five It's too bad we can't ask him about ..."

Fury's sentence is interrupted by the sound of a beeping monitor. The scientists are speechless as they gaze at the heart monitor recording a very slow heartbeat. For a moment, they stare at the monitor stupidly before Fury asks, "Uh... That means he has a heartbeat, right?" One of the scientists nods, slack-jawed. Fury spins around, "Get him to the infirmary, now!".

Doctors rush Steve down a hallway. He is now equipped with more monitors and a breathing apparatus. He is still unconscious and wearing a hospital gown as they wheel him toward the hospital ward. "Breathing is steady," one of the doctors announces. "Heartbeat is regulating," another one shouts. Fury runs alongside them as they bring him into a private room in the infirmary. One of the doctors prepares an IV. He turns, bringing the needle against Steve Roger's bicep. He begins to press down and...

A hand grabs his wrist. Steve's eyes snap open. A moment later, the doctor is hurled over the hospital bed, into another one. "Security, get in here," Fury shouts into the wall intercom. Steve Rogers sits up with a gasp, eyes panicking. He rips off the monitors and tears the breathing apparatus from his face. He then tumbles off the bed, back against the wall. "Whoa, whoa! Calm down!," Fury pleads, raising a single hand. Meanwhile, the doctors rush out of the room.

Steve's eyes go wild. From his point of vie, everything is blurry and dizzying. Nick Fury raises his hands, "It's okay. We're here to help." Steve continues to breath frantically. He kicks his gurney, sending it into Nick Fury's gut. Steve leaps over the bed and out the door where he slides along the floor, falls, and gets back up. As he sprints down the hallway aimlessly, doctors leap out of the way. Fury runs after him. Agents in black suits dash out of a nearby elevator, directly in his path.

Steve flies into the air, kicking one of them in the chest, sending him back into the elevator. Another agent tries to grapple with him, but he is quickly flipped over Steve's shoulder. The next one is punched in the chest and sent sliding along the floor. The agent on the floor tries to get up, only to be hurled over the receptionist's desk. Fury stops running and produces a tazer from his coat, "Sorry, sir," he says and fires. The electric charge hits Steve in the neck. He grunts and spins around. His vision becomes even blurrier before he passes out.

Steve wakes up again. He is back in his hospital room. This time, he's slightly more calm, but only slightly. He snaps awake and tries to jump out of bed, only to find that he has restraints. "Relax," he notices that Fury is sitting beside his bedside, "You've been through a lot, sir. There's a lot that we have to tell each other, but first, we're going to need you to calm down." Steve takes another long look around the room and contemplates his next action before asking, "Where am I? Who are you?"

"My names is Colonel Nick Fury. I am the Director of SHIELD: the Strategic Homeland Intervention, Enforcement and Logistics Division."

"I've never heard of it."

"Well, sir, in your time, it wasn't around."

"That American accent is good."

"I am American. This is an American base, I assure you."

"Prove it."

"You want me to sing the national anthem?"

"Get me General Chester Phillips on the phone."

"Sir,... I'm not sure how to tell you this, but General Phillips has been dead since 1965."

"Do you honestly expect me to believe that?"

"No, not really; but I have this," Fury reaches into his pocket and produces the old black and white photograph, "Your name is Steve Rogers. You were born in the Lower East side of Manhattan in 1917. In 1941, you entered the Super Soldier Program and became Captain America."

Steve pauses, "I have no idea what you're talking about."

"With all do respect, sir, I'm sure you do."

"And if I do?"

"As I said, sir," Fury moves over to the window, "We have a lot to tell each other."

Fury opens the window. It's daytime now. Steve looks out, witnessing a modern airfield including jets and a massive carrier in the sky. He shakes his head in disbelief. Fury unties the restraints, freeing Steve. He sits up in bed, contemplating what to do next.

"We should probably start from the beginning," Fury tells him.


	3. Chapter 3

1942: Camp Lehigh - Virginia

It's winter time. The music of Artie Shaw plays from a nearby radio. American soldiers in fatigues march through the snow. Green military jeeps pull in through the gate. It's a snowy, quiet day with a calm demeanor despite the war going on in the rest of the world.

In the mess hall, several soldiers stand in line for their meals which is being served along a table. A group of women dump vegetables and slabs of meat onto their trays before serving the next soldier. At the end of the serving line stands a young, frail man by the name of Steve Rogers. He's handsome, but thin and walks with a slight limp. He is the only man serving food. Steve scoops a lump of mashed potatoes into a large spoon and dumps it onto a lunch tray. The soldier moves along only for the next soldier to slide his tray over. This is Private Jackson. "Hey Rogers," Jackson says far too loudly, "Gimme another side of mashed potatoes." Steve shrugs, "Sorry, Jackson. I'm only supposed to give you one serving. There's a shortage." Jackson leans in, "Hey boy, you got a hearing problem on top of a lame leg? I said I want some more!"

Gail Richards, a pretty, young girl around Steve's age turns away from her job, "Leave him alone!"

Jackson snorts, "What's the matter, Rogers? It's bad enough ya gotta work with the women, now ya got them fighting for ya?"

"I'm not afraid of you," Steve glares angrily.

Jackson steps back with a howl. "Look at Steve acting tough!," he sneers, "Let's go, big guy!". One of the soldiers can be heard, "C'mon, Jackson! The kid's a cripple!" Steve eyes Jackson and begins to slowly move to the other side of the serving table. "Steve, wait!," Gail calls, but he ignores her. As the two young men approach one another, there is a shout across the mess hall, "TEN-HUT!" The entire cafeteria rises to their feet, standing at attention. General Chester Phillips stands in the doorway with the whole room falling silent. Jackson's bravado fades as he straightens up, glancing nervously at the general for a moment. Steve also straightens up and stands at attention. General Phillips casually walks over to Jackson and eyes him a little before asking, "What's your name, son?"

"SIR, PRIVATE JACKSON, SIR!"

"Private Jackson, we are currently experiencing food rationing, are you aware of this?"

"SIR, YES, SIR!"

"And considering the food rationing and the fact that you seem to have plenty of energy, I think you could afford to skip a meal. Don't you agree?"

"SIR, YES, SIR!"

"Glad to hear it! Now, let's find some way to put all of that energy to good use. I noticed that the latrines need cleaning. How about you volunteer?"

"SIR, I VOLUNTEER, SIR!"

"Outstanding! I want those toilets scrubbed so well that my bowels thank me every time I use them. Do you understand?"

"SIR, YES, SIR!"

"Get to work."

Private Jackson salutes and then rushes out of the mess hall. "At ease," the General turns to the rest of the men. They all sit and begin to eat quietly and quickly. General Phillips turns to Steve, "Rogers, get your coat. Let's have a talk." Steve nods, "Yes, sir," and follows the General out the door. Gail watches them leave as she serves the next soldier in line.

Steve and the General walk along the road just outside of the mess hall. Steve blows into his hands and rubs them together to fight the cold. "Don't let these guys get to you," Phillips walks slowly, allowing Steve to catch up, "Some of them come out of Basic Training, thinking they're above it all." Steve nods, "I won't, sir."

"The reason I asked to speak with you," Phillips pauses for a moment, "Is because I noticed that you tried to enlist... again."

"That's correct."

"Steve, we couldn't let you in before and we can't do it now."

"I heard that they're working on new medicines, General Phillips," Steve pleads, "I think I might get better soon."

"Maybe one day, but as of right now, there's no cure for polio. You and I both know that, Steve," he places a hand on his shoulder, "You got a lot of heart, son. I wish half my men had your courage. Hell, most people wouldn't have the guts to waltz into a general's office and demand to be enlisted in the army, but you did it anyway."

"I just want to make a difference. The Japanese bombed us and now Germany's declaring war..."

"I know. Things are bad. Not just here in the states, but all over the world."

"And I want to do something about that!"

"Which is why I gave you that job in the mess hall."

"I appreciate that, sir, but it's just not enough."

"Y'know, my father used to say, every man has a debt to the world that he has to pay off sometime. This could mean something as big as going into war or it could mean doing a job that some people might consider to be beneath them. Regardless of the task, every man must do his share. You're doing yours."

The General pats him on the shoulder and leaves. Steve watches him go and turns, only to see Gail glaring at him. He smiles a little, "What's wrong, Gail?" She shakes her head, "You're in a lot of trouble, Steve Rogers. You could've gotten hurt back there." Steve shuffles past her, "I'm fine!" Gail grabs his hand, squeezing it tightly.

"Do you know why I'm your girl?"

"Because I'm a good dancer?," Steve laughs a little.

"Because you're a good man," she brings herself in close, "You don't have to prove anything to me. There's more to bravery than getting into stupid fistfights."

"Who said anything about bravery? Jackson's a loud-mouth and needs to be taught some manners."

"And let's say that you somehow knocked him out cold. Do you think that punching his lights out would make him any nicer?"

Steve pauses, "Probably not."

"See? You don't always have to be the hero."

Steve says nothing and quietly walks away.


	4. Chapter 4

Antarctica...

The mining structure is fully built and is only a few years old. It's mostly made of stone with massive heating tanks and an American flag waving in the wind. A large drilling tower starts up, plunging deep into the ice. Meanwhile, several men in arctic gear watch and wait for the drill to get deep enough. Soon, the drill is brought back up. The men latch climbing equipment onto the lip of the massive hole in the ice. Slowly, they lower themselves in with mining hats strapped to their heads complete with lights. Once they are at the bottom, they begin to chip away at the walls with pick axes and other tools. A worker shoves his axe into the wall, breaking a large chunk of ice away. He raises his axe and again and brings it down... snapping the axe in half. "What the hell?," he observes the broken axe closely and then looks back at the wall. He smiles and shouts to the others, "I found something." The others begin to make their way to him as he gazes at the wall of ice in front of him. There, they find a series of metallic rocks.

Back at Camp Lehigh, a group of armed soldiers escort a large case inside a building. The case is opened once inside, revealing the metallic rocks recovered from Antarctica. Soon, the rocks are being broken down inside a massive kiln, using molten lead. Several workers toil to break it down. Observing the workers is a portly, middle-aged scientist. This is Professor Reinstein, the head of the Research Department in Camp Lehigh. General Phillips soon joins him.

"So what do you have for me, Professor Reinstein?," the General asks.

"Ah, General Phillips," Reinstein shakes his hand, "Well, as you know, our team found the metal we were looking for."

"You mean, um...?"

"Vibranium, yes. We found it," Reinstein turns to the kiln, "The most rare and durable metal in the world. We're breaking it down as we speak. It's practically impossible to do in its purest form, since it absorbs and redirects kinetic energy."

"So who's in charge of this operation?"

"Uh, that would be Dr. Stark," Reinstein says his name loud enough that one of the scientists working in the factory turns and waves, "He's hoping to use it for ballistics."

"So the stuff came from Antarctica, huh?"

"Yes, although some believe that it originally came from a meteorite millions of years ago. It struck the North Pole, possibly tilting the planet on its axis and -"

"Sounds good. Let me know if you need anything."

"Well, an assistant around the lab would be nice these days."

"An assistant? You have thirty scientists working for you here."

"Yes, they're all working on one project or another, but what I really need is an errand boy. Someone to clean up the lab, make a few deliveries, and basically take care of the odds and end jobs. The Pentagon's keeping us busy with research these days and we don't have time for a lot those things."

"Huh,... Yeah, I think I have someone who wouldn't mind working for you."

Gail dumps a spoon full of green beans onto a soldier's tray as she talks to Steve, "So you're gonna work for the research and development facility on base?" Steve nods, "Looks like it." Gail leans over, kissing him on the cheek, "Good for you. Beats slopping food around all day, huh?" She turns, giving a soldier another spoonful before sending him on his way. "I'm just glad that I'm doing something that seems at least a little worthwhile," Steve tells her. She looks at him and smiles, "That's the spirit!".


	5. Chapter 5

Steve arrives at the laboratory along with Professor Reinstein. "And this is my lab. I'll just need you to tidy up a bit and maybe run a few odd and end jobs. Nothing too stressful." He leads Steve around a series of messy tables filled with notes and beakers of strange fluids. "Oh, and these are the rats," he leads Steve over to two separate cages, "I'll need you to take special care of them." Steve leans down, observing the rats. One seems healthy while the other is thin and sickly looking.

"This is Stan and Jack," Professor Reinstein explains, "This one's actually a project of my own."

"Stan doesn't look so good," Steve turns to him, "What did you do to him?"

"Nothing, yet," Professor Reinstein points to a tube of blue liquid, "I'll be injecting them with this. I need two test subjects: a subject that is perfectly healthy and in the prime of life, and another subject that is old and sick. I need to see how this serum affects both of them."

"What's the serum supposed to do?"

"That, I'm afraid, is classified. I just need you to make sure nothing happens to them," Reinstein leads Steve out of the lab, "I'll show you around the warehouse. We have a pretty tight stocking procedure...," the blue liquid remains on the table as the two men leave.

They walk down a hall where a shooting range can be seen through a wide window. Steve stops, not listening to Reinstein, and turns to look through the window. An officer stands on one side of the room along with a line of soldiers armed with automatic rifles. On the other side, is a single, silver, metal disc suspended from the ceiling. "Fire!," the officer shouts. The men open fire on the disc, bullets bouncing off its surface with several sparks. The soldiers continue to unload, but the disc remains completely undamaged. A bullet bounces off the surface of the disc and ricochets into the wall behind a soldier, forcing him to flinch. "Cease fire," the officer shouts and the soldiers stop. The disc doesn't have a single scratch on it and remains shiny.

"That, I can go ahead and tell you about," Reinstein explains, "It's a solid disc made of vibranium."

"Vibranium? That stuff's supposed to be rare, isn't it?"

"It is. We managed to get some thanks to a secret mining facility. We barely managed to refine it, but once it cooled, it took the shape of the round kiln shelf. We haven't been able to do anything to break it down."

"What's it for?"

"It was going to be used for ballistics. Now, we're just studying it," he leaves, and Steve follows.

Paris, France

It's nighttime in France. This particular part of Paris has seen better days. It is bombed-out and ugly now. A small group of French Resistance race along the ground with old rifles. A few shots ring out, chipping away at the buildings surrounding them as they run for cover. They duck into an alley and lean against a wall. The lead fighter fires a few rounds at the advancing German soldiers. He signals for his men to exit the other side of the alley. They quickly run to the other side, rounding the corner of the building, only to freeze in place. A large tank rolls through the street, crushing stone debris under its treads. This tank is different from normal tanks, specifically in the fact that there are twin canons mounted on top of it. It swivels around quickly, pointing both canons at the soldiers. They quickly try to fall back before the canons fire, blowing out the entire back alley and surely killing the French soldiers. A large portion of the building crumbles and falls, kicking up a massive cloud of dust. The tank turns and continues to move through the streets.

An old, Gothic building is now a base for a small platoon of Nazi soldiers. Swastika banners hang from the top towers while armed guards patrol the ground. On the roof rest twin gun-turrets. They glide back and forth mechanically, driven by Nazi soldiers. They seem too advanced for the period. Inside the main office, a young, somewhat muscular man sits behind a desk in a Nazi uniform. This is Lieutenant Johann Schmidt of the SS. He smokes a cigar and props his feet up on his desk.

A middle-aged, uniformed man stomps into the room with two SS soldiers marching behind him. Johann stands at attention, giving the Nazi salute in an almost bored manner. "Lieutenant Johann Schmidt," the middle-aged begins, "I'm glad to finally meet you in person."

"Good evening, Lieutenant Kraus," Schmidt greets him, "Have you met my associate, Baron Henreich Zemo?"

Across the room, a thin, older man in a suit nods, "A pleasure, Lieutenant."

"Ah, the key to Herr Schmidt's success," Kraus shakes his hand, "The famous scientist and aristocrat, Baron Zemo."

"Is there something I can do for you this evening, Herr Kraus?," Schmidt asks as he props his feet up on the desk again.

"I was simply sent by General Georing to see if you were following your orders as planned."

"My orders are to control this particular district of Paris and I have done so quite well. The French never stood a chance."

"Yes, I noticed the weapons outside. Such advanced weaponry for such a young and inexperienced Lieutenant," Kraus' tone becomes more and more sarcastic, "All of this, of course, courtesy of Baron Zemo's intellect. They really are marvelous inventions."

"Thank you, Lieutenant," Zemo nods in appreciation.

"I guess my rise to the status of Lieutenant was quick and unexpected," Schmidt explains dryly, "After all, it was only a year ago that I was a Captain. Still, the Fuhrer felt that I was capable of climbing the ranks."

"Certainly, having Zemo in your employ helped matters, didn't it?," Krauss turns to Zemo, "How many degrees do you have, Baron?"

"Four. Engineering, physics, chemistry, and biology."

"The man is a genius," Schmidt explains, "At any rate, Lieutenant, is there any reason why I would not be following orders? I was told to stay here and I have done so."

"There are rumors, Lieutenant Schmidt, that you have sent spies overseas."

"That idea is preposterous."

"It's certainly within your ability. You have spies under your command in order to weed out French Resistance, after all. A young man with your... ambition might wish to use them for a foolhardy purpose in order to gain more favor with the Fuhrer. After all, you can ride on Zemo's technological marvels for only so long."

"Lieutenant, my military accomplishments impressed the Fuhrer before Zemo was in my employ, so it's fair to say that I deserve at least some credit for my current rank, swift as it may be. And I can certainly understand and forgive any jealous feelings."

Kraus looks down at him with a smile. He then slaps Schmidt's boots off the table angrily, causing Schmidt to finally lose his cool and leap out of his chair. "You smug bastard!," Kraus shouts, "You are one of the youngest Lieutenants in the German army, but you are also the most arrogant!," he and Schmidt look at each other eye-to-eye, "I've seen men like you. You rise just as quickly as you fall. I'll be keeping a close eye on you, Schmidt. You can count on that much." Kraus storms out of the office, followed by his men. Schmidt glares as he watches him leave.

"I'm taking a risk by sending my spies to America," Schmidt says aloud, "If they don't come back with a sample of vibranium, they better have something to show for it."

"The American army isn't powerful," Zemo explains politely, "But they are resourceful. Before the war, I did some work with an American company that was in the process of creating a secret mine to obtain vibranium. If the rumors are true, this research facility will prove fruitful one way or another."

"And if I'm able to acquire this vibranium and apply it to your weaponry?"

"Then, the war has already been won."


	6. Chapter 6

A news reel displays US naval ships fighting on the sea and a dog fight in the air, "US naval forces continue to fight in the Pacific. Admiral MacArthur remains optimistic despite the Navy suffering heavy casualties." US army troops march along a dirt road, "Meanwhile, our boys in Europe have been supplying aid to devastated Allied Forces. It remains to be seen how effective we will be."

Days later, Steve enters the lab with a package. Reinstein, meanwhile, is busy with paperwork at his desk. "I got your supplies, Professor Reinstein," he tells him. "Thanks, Steve," Reinstein continues working, "Just put them on the desk." Steve drops the package on a nearby desk and then moves toward the rat cages curiously once he notices something. "Did you get new rats?" The two rats in the cage are now much larger. The slightly smaller one is quiet while the larger one is moving about, somewhat frantically. Despite its size, it seems sick somehow. Reinstein turns with a smile, "Nope. Stan and Jack are still here."

Reinstein gets up and motions toward the blue serum, "I gave them the serum yesterday. Jack was already pretty big and healthy, but now he's huge. He has been losing his fur since this morning, though. Stan, meanwhile, is in perfect condition. Especially compared to his earlier state."

General Phillips walks into the lab, "Hey, Steve." "Hello, General," Steve greets him. "Looks like you're doing well," the General pats Steve on the back. Steve smiles and nods. The General walks over to Reinstein, "So how's progress?" The two men walk to the other end of the lab and talk quietly. Steve, meanwhile, watches the rat cages. Jack continues to pace around his cage furiously. Small traces of fur follow him as he jumps onto the wire cage and leaps to the other side. Steve leans in closer with a concerned expression. Jack moves to the corner of the cage and seemingly begins convulsing. "Uh... Professor Reinstein!," Steve calls out to the scientist.

The rat hisses loudly, spinning around with drops of saliva dripping from its mouth. It lurches forward, hitting the wire cage, knocking it to the ground. Steve stumbles back as the other two men rush to the area. Angry teeth clench tightly on the wire cage, pulling the door inside. Steve grabs the fire extinguisher on the wall and moves as fast as he can. Jack climbs out of his cage and leaps madly at Professor Reinstein... only to be batted out of the air by the fire extinguisher. The rat hits the opposite wall and falls to the ground, dead. "Quick thinking, Rogers," the General exclaims. "What about Stan?," Reinstein says aloud and rushes back to the other cage. Stan sits quietly with a perfect sense of calm.

"Of course," Reinstein exclaims, "The serum is meant to increase the subject's physical attributes to the pinnacle of perfection. Injecting it into a healthy subject would further increase its adrenaline and testosterone, making it aggressive. Insane. A more sickly subject would respond better to the process."

"So... what exactly is this serum for?," Steve asks. The two men look at him silently.

Later, Phillips sits at his desk with Reinstein behind him. Steve sits in a chair opposite the desk. Everyone is engaged in awkward silent for a few moments while Steve shifts uneasily in his chair. Finally, Phillips leans forward, "Now, what you saw today is technically classified, you understand?"

"I do."

"Y'see, Professor Reinstein and I are involved in something the Pentagon dubbed the Super Soldier Program. He has been developing a serum that uh,..."

"It enhances a person's body to the point of physical perfection," Reinstein interrupts.

"Hence the name 'Super Soldier Program'?," Steve asks with a slight smirk.

"Yeah. Now, obviously, we have a lot riding on this. We're not doing so well out there on the field and the Pentagon is putting a lot more than faith into this thing."

"So you need the right person for the job?"

"Right," Phillips continues, "According to Professor Reinstein, this serum just won't work properly if it's given to a soldier that's in good health. You saw that today with the rats."

"You would basically need a soldier who isn't fit for service to begin with."

"... Right," Reinstein and Phillips look at each other, "As we all know, you've tried to enlist many times. You can't serve on account of your case with polio. We can't guarantee that this serum will work on you, but..."

"I'll do it," Steve interrupts seriously.

"Okay, but you do realize that this is just an experiment, right? We don't know what might go wrong."

"I understand, completely."

"We need to get a go-ahead from the top brass, too."

"Of course."

"Um,... Do you have any next of kin to notify?"

"My parents died when I was young. I'm the only family I have."

"And like I said, this program is very important. We need to know that you're willing to see this through to the end."

"Just sign me up, sir."

Phillips sits back with a sigh, "Well, then God be with you, son."


	7. Chapter 7

Steve sits somewhat uneasily on a cot. Reinstein and General Phillips stand in the background and stare. "Could you guys look away or something?" he finally asks them, "You're making me even more nervous." They both glance at each other then turn simultaneously. Two doctors approach, "If something goes wrong - ," Steve begins. "I'll tell Gail as much as I can," General Phillips explains. "Thank you, sir," he breathes, "Okay".

The doctors prepare a series of syringes with the blue serum. They swab both side of Steve's neck before taking two syringes, bringing both needles to either side. Steve winces in pain as the doctors simultaneously inject the fluid into him, pressing the plungers down until there is no more liquid in the syringes. They remove the needles before wiping the area down with rubbing alcohol. Steve carefully lays back on the cot. The doctors buckle two large, leather straps across his chest, securing them to the other side of the cot. Steve looks at the ceiling as the doctors place another restraint across his forehead, securing it in place. Finally, his feet are secured at the ankles. Dr. Reinstein checks his pulse and nods for the doctors to continue. The cot flips over, suspending Steve face down with his back exposed. Steve takes the opportunity to focus on the floor tiles. The final vial of serum is injected into the last syringe. The doctor approaches Steve and places the needle at the base of the spine. Steve breathes heavily. General Phillips turns away. The doctor presses his thumb against the plunger, allowing the serum to flow into Steve's back. He grits his teeth and grunts loudly. Dr. Reinstein watches with interest. The serum slowly leaves the syringe. Steve's veins in his arms begin to throb, his eyes shoot open, and sweat forms on his brow. The muscles in his chest swell, almost snapping the restraints. His ankles pop underneath the leather straps. Red faced, he begins to scream in agony. Outside, the screams are muffled behind closed doors. Two MP's guarding the room turn to each other.

Hours later, the hospital bed curtain is pulled back, "How ya feeling?," Reinstein asks as he's accompanied by General Phillips. Steve sits on the edge of his bed, bending his knee back and forth curiously: an act that he was once almost completely unable to do. His leg muscles bulge. His arms and chest are now massive. He has gained at least a hundred pounds of solid muscle. He doesn't answer at first, too mesmerized by his new body. Finally, he looks up at Reinstein with a smile, "I feel fine."

"You seem to have taken to the serum very well, Steve," Reinstein explains.

Steve runs on a treadmill while being observed by doctors.

"…Congratulations, you are the most perfect man on the planet…"

Steve easily bench presses several hundred pounds in a gym.

"…Illness is now a thing of the past…"

Steve is at the starting line of an obstacle course. General Phillips fires the starting gun.

"…You are as fast and as strong as any human could possibly get…"

Steve sprints through tires and leaps over hurtles effortlessly.

"…The pinnacle of evolution…"

Steve jumps up the length of a wall, grabs the top ledge, and flips over it.

"…A super soldier…"

He finishes, coming to a stop next to General Phillips, but doesn't seem fatigued. The general gawks at his stop watch in amazement. "How'd I do, sir?," Steve asks.

"It's a new record," Phillips exclaims.

"You mean I beat the old camp record?"

"No,... the world record."


	8. Chapter 8

It is late winter by now. The snow is gone, but the inhabitants of the camp still wear heavy coats. Gail comes out of the mess hall and suddenly stops when something catches her eye. Up ahead, Steve walks toward her; army fatigues and a smile. Her jaw drops open. He practically begins to run to her, but suddenly stops as if realizing something. He begins again after a moment, limping forward, making his way toward Gail slowly. Gail tilts her head with a look that implies that she's more than a little confused. "Hey, Gail," Steve kisses her.

"Steve," she begins, "I have three questions right now and I'm not sure which one to ask first. You've been gone for a few days and now you show up with a uniform, but aside from all that," she feels his shoulders, "Have you been working out?"

"Sorry, Gail. I, uh, was sick."

"I know. The boys in the lab told me you were sick but when I called your house, you didn't pick up," she begins to feel his chest even through the coat, "Really, Steve... you're huge!"

"Must've been napping when you called."

"But why are you so... bulky?," she pokes his stomach.

"Um... Whatever I got, the doctors said it would make me swell up for a few days."

"And what's with the Army uniform?," she continues to gaze at his body.

"Uh,... I was about to get to that," Steve scratches his head, "I joined the Army finally. Not as a soldier, obviously. They just need a guy to work in a radio tower. It's some kind of special program for guys like me."

"What, that's incredible. They're not making you go through Basic Training or anythingare they?"

"Nothing major, no. They won't put me in combat. I'll be sitting on my ass all day, so don't worry."

"I'm not, but... this is all so sudden."

"I wanted to tell you earlier, but y'know,... I've been sick."

"Yeah, but... how long have you known about it?"

"I was busy at the lab too," he quickly takes Gail by the hand, "Listen, Gail. I – I don't know how to tell you this, but I'll have to leave. I don't know when, but it's gonna be pretty soon. This assignment is all the way in Alaska."

"What?"

"Um, yeah. It probably won't be much more than a year. At least until the war's over."

"Steve, they don't think the war's gonna end anytime soon."

"Yeah, I guess not," he pauses, "But I'll call or write at least. I swear."

Gail stares into his eyes, "Steve, I'm not stupid," she pauses before beginning again, "I... don't know what's going on with you, but I can tell you're lying."

"I'm not."

"You're hiding something and I know you well enough to know that the only way you would lie is if you were obligated to do so."

Steve remains silent.

"You can't tell me what it is, can you?"

He shakes his head and looks away. She nods, understandingly and pulls herself in closer. Steve wraps his arms around her, kissing her on the forehead. They stay in each others arms silently.

That night, Steve and Reinstein walk out of the lab after completing a series of tests. Reinstein holds a satchel over his shoulder. As they exit the lab, the MP's guarding the entrance begin patrolling the area in opposite directions. They walk down the empty sidewalk on either side as the two men move ahead.

"I still can't get over how far you've come, Steve," Renstein tells him, "You'll be able to start Basic Training soon and with your physical state, it should be a piece of cake."

"Thanks," Steve pauses for a moment and then, "So Professor Reinstein, I was thinking... When can we make this serum publicly available? I mean, we can cure so many diseases with this. It took care of my polio, so it's gotta work for other people, right?"

Reinstein nods, "It's a good idea. Hopefully, after the war, the government will let us. As is, they're keeping everything pretty secretive," he pats his satchel, "For instance, I can't even keep all of my notes with me. I have to limit them in case anything gets stolen."

"But they will do it eventually, won't they?"

"It seems that way."

"Really?"

"I see no reason not to."

"I hope so. "That'd be swell."

"Well, if it does happen, it will be thanks to y -"

There's a whistle in the air, cutting off his sentence. Reinstein lurches forward, collapsing in Steve's arms. He gently lowers Reinstein on the ground and notices a bloody bullet wound in his back. The shock takes holds for a few seconds before he looks up in the direction of the gunshot. One of the MP's is camped on the facility roof, reloading his sniper rifle. Angrily, Steve lets go of Reinstein and charges forward. The MP fires another shot, which hits the concrete under Steve's feet as he leaps into the air. His hand wrap around a drain pipe and his feet press against the side of the wall. He leaps vertically, catlike, before he snares the ledge and throws himself onto the roof.

Nearby, the sound of a motorcycle engine revs-up. The second MP rides his motorcycle down the street, toward Reinstein's body. The MP on the roof throws his rifle over his shoulder and sprints across the roof as Steve follows. The motorcyclist reaches out. As he dashes past Reinstein's body, he snatches the satchel in the palm of his hand and speeds away. Meanwhile, the MP leaps onto the rooftop below, rolling as he falls, before getting back up and continuing. Steve drops without trouble and continues to run. The MP comes to the end of the roof and realizes that the gap is far too wide to jump onto the next one. Steve shouts angrily, tackling the MP from behind, sending them both flying over the alleyway, onto the next rooftop.

Once they hit, they roll away from each other. The MP gets up, raising his rifle as he shouts, "Hail Hitler!" and fires. Steve is already making a move, resulting in just a simple graze across his shoulder. He rips the rifle away from him, tossing it across the rooftop. The MP stumbles back out of fear, tripping over the ledge, and plummeting to the hard pavement below. Steve rushes to the ledge, looking over it to see the Nazi spy dead on the ground. Down the way, the body of Professor Reinstein lay silent with several people running onto the scene. Steve hears the distant roar of a motorcycle engine and rushes to the other side of the rooftop. Outside of the main gate, a single motorcycle can be seen disappearing down the road.


	9. Chapter 9

Officials from the base stand outside, observing his headstone in a military memorial service. Steve bows his head over Reinstein's marker. General Phillips puts his arm around him, "We'll get `em. Don't worry." Steve nods as the wind blows.

Days later, in Lieutenant Schmidt's headquarters, the MP officer, now in a Nazi military uniform, stands at attention while Schmidt paces in front of him, "So you were not able to learn the whereabouts of the Americans' secret mine, nor were you able to acquire their vibranium sample, but you claim they're developing a super soldier of some kind?" "Yes, sir," the spy responds. "You know how powerful Baron Zemo's weapons are. Do you realize what we would be capable of if those weapons were indestructible?," Schmidt ask. The spy says nothing. Zemo looks through Reinstein's satchel as Schmidt turns to him. "What do we have?," Schmidt asks.

"So far," Zemo looks through a folder filled with paper, "We have partial notes, but... it looks like he's telling the truth. The Americans apparently have a serum for creating a super soldier. We only have half the formula, it seems."

Schmidt turns to the spy, "Your partner was killed and you failed at your original mission all for the sake of a formula that was not fully written down?"

"I'm sorry, sir. We were unable to -"

"Save your apologies!"

"I can still use this," Zemo examines the notes further, "I'm not sure of the side-effects, but I can fill in the gaps and complete the formula."

"When can you have it developed?"

"I can have a test sample in a few days."

"Well," Schmidt turns back to his spy, "I suppose you weren't completely useless after all."

A judo instructor holds Steve's wrist and gives it a flip, throwing him over his shoulder. Next, he is striking a punching bag with a boxing instructor. An instructor gives him a private lecture on strategic warfare, using a large map while he takes notes. Finally, he enters the lab warehouse along with General Phillips.

"How's Basic Training coming along?," Phillips asks him.

"Fine, sir. I've been improving a lot."

"Good. We've brought in the best the Allies have to offer," he leads Steve to a cabinet, "Unfortunately, Professor Reinstein wasn't alive long enough to see this, but take a look. Howard Stark and his boys designed it."

General Phillips opens the case. Inside is Steve's shield, now painted red, white, and blue with the star in the center and stripes circling it. Steve touches his reflection in the surface. "This is the vibranium disc you guys were working on," Steve exclaims. General Phillips takes it out of the cabinet and hands it to Steve, "This thing was a bit of a wash, but we quickly realized that it would make a helluva shield. Comes with a few more surprises too," Phillips motions toward the wall, "Give it a toss. See what happens."

Steve weighs it in his palms before hurling it across the warehouse. It banks off the wall, bounces off the opposite wall, and comes sailing right back toward Steve. His eyes widen, but he's quick to respond. He snatches the shield, taking a few steps back to brace himself in the process. "Reistein said that this vibranium stuff absorbs and releases kinetic energy upon impact. It's part of what makes it so tough," he then adds, "It also makes it pretty bouncy. The paint job isn't just for patriotism. It'll also draw gunfire. A big, strong guy like you could make good use of a weapon like this." Steve eyes the shield with a slight smile.

"And there's one more thing," Phillips motions for him to follow to a closet. "The Pentagon needs you to keep your identity a secret, so they wanted you to wear a uniform that wasn't quite regulation."

"That's understandable."

"Now, as you know, we're not doing so great. We're being kicked out of the Pacific right now and we're trying our best in Europe. Honestly, morale is pretty low. On top of that, you and I both know that some vital information just fell into the wrong hands. Things are about to get a whole lot uglier."

"I'm ready for anything, sir."

"Good," Phillips opens the closet, "Here's your new uniform." The uniform is a dark blue leather flak jacket that buttons on the left breast. A white star is on the chest with white and red stripes running down the torso and another white band around the lower part of the arms. A utility belt, red gloves, combat boots, and dark blue pants accompany it. The most striking feature is the dark blue head piece with open eye holes and mouth connecting to the jack. To top it off, an "A" is on the forehead. "It's designed for full-flexibility, but is is fitted with chain mail underneath to give you some added protection," Phillips explains, "We chose this particular look because we need you to become a symbol. We need the embodiment of hope. You'll be a message, both to our troops and to our enemies." Steve nods in approval.


	10. Chapter 10

Zemo is in his lab, filling a beaker with a strange red serum. Schmidt enters the lab, "Is it ready, yet?" Zemo sighs, "You haven't given me much time, but I believe so." Schmidt examines it, "Good. I have a lot riding on this Zemo, so don't fail me." Zemo smiles and begins to say something, but is interrupted. Lieutenant Kraus and a few of his men enter the lab.

"Nice place, Zemo," he gloats as he looks around the stone-walled room.

"Herr Kraus," Schmidt greets him derisively, "What a pleasant surprise... dropping into my lab without notice like this."

"You've done it. You've finally done it," Kraus says as he examines the various chemicals and devices around the lab, "One of your spies are unaccounted for. He hasn't been seen for weeks."

"An unfortunate attack by the French Resistance. Didn't you get my report?"

"Hmm, I suppose it was lost. Feel free to send it again," he moves in closely, "I thought I might warn you that there is currently an investigation concerning the rumors of your secret, unauthorized spy missions. The tribunal will review your case in two days."

"They have no case! I've been loyal to the party!"

"Perhaps," a smile spreads across his face, "If I were you, Herr Schmidt, I'd start getting used to the idea of becoming a private again."

He pats Schmidt on the shoulder, turns, and leaves with his men in tow. Schmidt watches them go, infuriated. Meanwhile, Zemo eyes his formula nervously. "Prep me for the serum," Schmidt begins to unfasten the buttons of his jacket.

"Herr Schmidt, let's be reasonable," Zemo says calmly, "I know the situation seems dire, but -"

"Don't argue," Schmidt demands as he throws his jacket onto a table.

"If you'll just hear me out."

"You can't charm me any longer, Zemo," he says finally, "Give me the serum!"

Zemo shakes his head and steps back, "I can't do that. It's too dangerous... just be patient. I can run a few tests. I can -".

Schmidt angrily shoves Zemo out of the way, snatching a needle from a nearby tray. He plunges the syringe into the serum and fills it with the red liquid. "We don't know the consequences," Zemo shouts. Schmidt gives him a stern look, shutting him up, "I die or I succeed." He braces himself just before he plunges the syringe into his own neck with a loud grunt. His thumb presses the plunger down, injecting the fluid into his veins. Muscles clench tightly. His pupils dilate. He grits his teeth and drops the syringe.

Zemo watches helplessly as Schmidt braces himself on the lab table. He's quiet for a moment, then he begins to shiver. The shivers turn into full convulsions and he throws himself on the floor, screaming. His face begins to turn red and his veins throb. He clutches the top of his head, pulling out long strands of hair. Zemo quickly moves to the other side of a lab table, not wishing to see the rest. Schmidt's eye goes from brown to red and the skin around it begins to peel back, exposing a second layer of red skin.

It's daytime in France. A car pulls up in front of Schmidt's headquarters. Kraus and two of his men hurry out of the car and rush to Schmidt's front doors. The Nazis standing guard salute as Kraus rushes in; a smug look on his face and a paper in hand. The double doors to Schmidt's office open and they march inside, only to stop in their tracks. Sitting there is Lieuteneant Schmidt with his entire head hidden beneath bandages. Black gloves cover his hands and his jacket is open, revealing a shirt buttoned all the way up to his neck. Zemo is beside him, apparently checking his heartbeat under the shirt with a stethescope.

"Schmidt," Kraus begins with a hint of concern, "What happened to you?"

"An unfortunate accident during a training exercise," he responds calmly. Zemo steps back, nervously.

"I see," Kraus looks at him incredulously, but continues, indicating the letter in his hand "I have a warrant here for your immediate removal of command."

"What?," Schmidt rises to his feet.

"The matter was discussed by the tribunal. While they were unable to prove that you unlawfully sent spies overseas, they did, however, find your behavior suspicious enough for you to be placed in Belgium."

"The Ardenne Mountains?"

"For further fortification, yes. Don't worry. You'll keep your rank but you'll have plenty of other officers to watch over you. Besides, it is expected that the area won't see much combat for another year or two, so you'll be safely out of harm's way."

Behind the bandages, Schmidt's red eyes burn with fury. He says nothing, but simply stands still. Kraus turns to one of his men, "Please help Herr Schmidt in removing himself from this office." The soldier approaches, extending a hand toward Schmidt... who immediately grabs his wrist and twists it, breaking it. The soldier's scream is cut off by Schmidt as he slams his fist into his sternum, thrusting him against the brick wall hard enough to crack it. The other soldier reaches into his holster and tries to produce his pistol, but Schmidt grabs his arm, pulls him in close, and wraps his other hand around his head. He twists, snapping the neck. Zemo hides behind Schmidt's desk.

A black, leather glove snatches Kraus by the throat and lifts him off the ground. Schmidt pins him to the wall, "Did you honestly think I would allow this to happen?" Kraus tries to break his grip while clawing at Schmidt's bandaged face, revealing red flesh underneath. "There is a reason why I am in the position that I am in," Schmidt ignores him as the bandages are torn away from his red eyes, revealing a little more. "Wasn't it obvious? I don't care about the Third Reich! I care about my legacy!," Kraus gasps for his final breath as he finally pulls a handful of bandages away. "I care about being immortal!," as Kraus dies, he sees the true face of Johhann Schmidt, and is horrified. Many of the bandages have been pulled back, exposing a mostly fleshless face with thin, red skin. The nose is gone, the eyes are sunken in and the lips are nearly non-existent. A Red Skull. "And I have achieved it!" Kraus' body drops and the Red Skull removes the final bandages from his face, revealing the back of his bald head. "I'll have to blame this on another attack by the Resistance. You'll vouch for me, won't you, Zemo?," he asks quietly. Zemo nods, fear-stricken.


	11. Chapter 11

It's Spring time now. Steve stands by his window, looking out as the bright sun and green grass. Gail soon joins him, wrapping her arms around him and kissing the nape of his neck. They are in his bedroom. "Just because I'm leaving tomorrow," he tells her, "It doesn't mean I'll never see you again." She smiles warmly, "I know." He turns around to her and takes her hands.

"Listen, Gail. You've always been there. You helped me through the bad times. I could've done some stupid things or given up completely if it wasn't for you. You know I lost my parents when I was young and I was sick a lot, but you took care of me."

"No, you took care of me, Steve."

"Anyway, that's why, when this war's over, I'd like you to be my wife."

Gails brings her hand up to her mouth.

"I don't have a ring or anything. I can't afford it, but if I did -"

"Yes," she tells him as tears run down her cheeks, "Yes, of course, I will!"

She wraps her arms around him and they begin to kiss.

The next night, Steve is wearing full battle gear for a paratrooper, including a helmet. Underneath, he wears his uniform and mask while his shield is in a sheath on his back. He watches a plane being prepared for combat. "Nervous, son?," Phillips asks him. "Just anxious, sir," he responds. "I know the feeling. You'll be fine." Steve stands at attention, saluting. Phillips salutes back, "Give `em hell, son!". "Thank you, sir," Steve nods and joins the soldiers gathering for duty. Phillips smiles proudly as he watches him go.

The Captain of the mission has the troops lined up. "Good evening! Some of you might not know me, but my name is Captain Byrne. You've already been debriefed, but I'm gonna give you boys a quick reminder! We will be flying along the coast of Morocco where you will be dropped," he explains, "We'll be taking out a German naval outpost, which will allow for an Allied landing. We take the outpost, our boys can enter farther into Northern Africa and take out Rommel's forces. You with me?" Together they shout, "SIR! YES, SIR!". Byrne paces in front of Steve, "Glad to hear it," he eyes him for a moment before moving on.

In the sky, the troops are silent. One of them stares at Steve who is sitting at the back of the plane. He turns to his friend and whispers, "Hey Gruenwald, what's with the mystery man?" Captain Byrne looks up, "You boys didn't get briefed on that part," he explains in a slightly sarcastic tone, "This here is a new recruit in the army. Supposed to be some sort of secret weapon." The men stare at Steve who becomes a little uncomfortable. "So why the costume?," Gruenwald asks. "It's uh, supposed to boost morale," Steve answers. "That a fact?" They continue to stare.

Several hours later, they reach their destination. The back of the plane opens and a huge gust of wind blows in. Captain Byrne stands at the rear, "Okay boys, this is it! We're over the drop zone. Remember, we land, regroup, then we take the outpost. I'll give further orders once we get a good look on the ground. Let's go!"

One by one, the troopers leap out of the plane. They fall through the night sky with little light below to allow them to tell the difference between the coast, the rocks, and water. They pull their ripcords one after another, parachuting through the air. Steve is the last one to jump. He takes a look down, pauses for a moment, then makes the jump. His first mission is underway.


	12. Chapter 12

Steve pulls his rip cord and a second later, his parachute opens and he is jerked into the air briefly before he sails lightly back down. Below him, other parachutes also open. Everything is quiet as Steve gazes into the dark horizon. Then comes the distinct sound of gunfire. A few shots fly past him, making him flinch. One soldier is shot along the torso. Steve watches with horror as the soldier's dead body drifts by him, still dangling from the parachute. Another one gets the straps of his parachute shot off. He screams as he plummets to the ground. One soldiers returns fire as he drifts. Meanwhile, Steve continues to look around frantically at the carnage around him as more and more troopers get picked off. Soon, a few holes are shot through his own chute. He falls into the darkness as the shreds of the chute trail behind him. His rifle slips off and flies into the sky as he grapples with the shredded chute. As he plummets, he tries not to panic; opting to rip the pack off his shoulders. On his back, his shield's sheath begins to open while he releases the last remnants of his chute. The shield begins to fly out of the sheath a moment before he reaches up, snatching it in his gloved hand. As he falls, the clouds part and the beach is clearly visible below him. He slides his arm through the leather straps of the shield. He then dips back as the ground gets closer, raising the shield over his head a few seconds before... impact. He hits the ground, creating a huge cloud of sand.

Soon, three Nazis soldiers come over the sand dune to investigate, rifles ready. In the distance, an emergency siren is activated and a search light shines around the beach. Steve lays in the sand, apparently unconscious with his helmet beside him and his shield underneath. The Nazis gather around him curiously with their guns trained on him. Suddenly, Steve springs to life and sweeps the legs out from under one Nazi before rising, shoving his elbow in the face of another one. The third one raises his rifle, but Steve spins around, bringing his shield down in a chopping motion, knocking the gun's barrel off before a back-swing takes the Nazi out. The Nazi whose legs were swept makes a grab for his rifle. As he lifts it, Steve's boot drops across his face, taking him out. In the distance, another Nazi approaches and begins to open fire. Steve ducks behind his shield, allowing the bullets to bounce off before spinning around, hurling the shield like a discus. The shield sails through the air, finding itself in the Nazi's chest, knocking him off his feet, before it curves and comes back to Steve's palm. He slings it over his shoulder and keeps going.

Nearby, Gruenwald and another soldier discard their parachutes and quickly hide behind some rocks. Gruenwald notices Steve and whistles for him. He quickly joins them behind the rock, making sure not to be seen. "Where's Captain Byrne?," he asks. "He didn't make it. Most of us didn't. Looks like it's just me, you, and Private Stern over here," Gruenwald answers, "Where's your rifle?" Steve suddenly realizes, "Um,... I think I dropped it back there." Stern and Gruenwald say nothing. They simply glance at each other with disappointed looks on their faces.

Across the beach, they spot the outpost: a small building with a loading dock, patrol boats, and a watchtower. "There's the outpost," Gruenwald whispers. Some more Nazis approach the rocks as the spotlight begins to shine their direction. "They're coming!," Gruenwald panics and opens fire from behind the rock. A Nazi is hit and the rest return fire as the spotlight shines directly on their area. Stern pokes his head and rifle between a crag and fires, but several bullets begin to kick pebbles and wet sand into his face. "It's too intense," he tells them as he ducks back down. "I'll distract them," Steve tells them, "Follow my lead!" He then jumps into battle. "What the hell is he doing?," Gruenwald asks.

Steve climbs onto the rocks, away from the group. Meanwhile, the Nazis slowly walk down the beach to their location. Steve slips off the ledge, bringing his heel down on the back of a helmet. He swings his shield around, knocking one down and follows the momentum in a roundhouse kick to the stomach of another soldier. A Nazi charges with his bayonet, but Steve lowers his shield, allowing the bayonet to get bent. He spins, punching the Nazi in the face. The Nazi who was kicked in the stomach tries to stand up, but Steve uppercuts him into submission. The spotlight shines on him and he has no recourse, but to raise his shield over his head and sprint across the beach. The soldier in the watchtower opens fire, bullets bouncing off the shield and kicking up sand as he runs. "I don't believe this," Gruenwald exclaims as he watches him go.

As Steve gets closer to the outpost, he notices a heavy metal door. He bravely brings the shield down in front of him and leaps head-long into it. The door swings open as he bursts through, rolling on the ground. The Nazis sitting at the radio spring to their feet, drawing their pistols. One of them fires, but the bullet bounces off the shield, and ends up hitting the other soldier. Steve rises, punching the last one across the face. He breathes a sigh of relief n an attempt to calm his nerves. The silence is soon broken and footsteps can be heard. Steve spins around, shield raised, but notices that it is only Stern and Gruenwald bringing up the rear.

In the watchtower, the last guard climbs down with his rifle slung over his shoulder. He curses out loud as he drops. Once he reaches the ground, he finds Steve and his two partners with guns drawn on him. The Nazi throws his rifle to the ground and raises his hands over his head. "Smart move," Steve tells him.

Dawn. The plane has returned to the base. Soldiers cheer and clap as Steve and the two troopers return. They smile and wave. "Hey, way to go, Captain America!," one of the soldiers shouts. General Phillips is in the audience, clapping. Steve Rogers, Captain America, smiles and salutes.


	13. Chapter 13

"You did great, kid," General Phillips meets Steve inside of his office.

"Thank you, sir."

"You caused quite a stir. Some of the boys have given you a nickname."

"Yes, sir. Captain America," Steve smiles, "It's a bit strange, honestly, sir. I suppose it's better than 'Dead Guy in a Silly Costume', though."

"Yeah. By the way, did you seriously take the outpost by yourself?"

"No, sir. Not by myself."

"Close enough from what I hear. Take a well-deserved rest. I just got word that you're gonna be needed again in about a week. There will be plenty more missions after that."

"Where will I be going, sir?"

"Let me put it this way... you've always wanted to see the world, right?"

Philippines...

A Japanese soldier on an airfield peers through binoculars in an attempt to spot enemies. Behind him, several fighter jets explode. The explosion sets off a chain, destroying a few more. Several pilots and soldiers rush onto the airfield, many of which are armed. "What happened?" one asks in Japanese. "I'm not sure," the guard responds. The shield flies out of the air, embedding itself in the cement in front of them. In the jungle beside the base, American and Filipino soldiers stand ready, "That's our cue," the captain whispers. The soldiers rush out of the forest with guns firing. The Japanese soldiers respond by firing back, but many are shot down. A Japanese captain runs out of bullets from his pistol, "Take cover," he shouts and heads toward the entrance to the hangar. Captain America stands in his way, arms folded across his chest. The captain pulls a knife and charges, slashing at Steve's throat. He dips his head out of the way twice before catching his wrist and punching him in the face.

A Japanese pilot hops into the last, remaining fighter jet and starts the engine, preparing for takeoff. He turns the jet around; facing the Allied forced and begins to open fire with the guns on the jet. They quickly dive for cover as the jet makes a complete turn, putting large holes in the walls behind them. Captain America jumps behind a few crates, which are shredded before the pilot makes a complete turn, facing the runway. Captain America races across the airfield, snatching his shield from the ground, tearing out chunks of concrete. The jet is driven down the runway, gaining speed. The Allied soldiers watch in amazement as Steve sprints after it as quickly as possible. The jet nearly reaches the end of the runway, pulling up into the air. Steve makes one last jump, snagging the back wheel as the jet flies over the water. Captain America dangles by one hand as the jet begins to climb higher into the sky. With his free hand ready, he punches the bottom part of the plane, hitting the fuel tank with the edge of his shield. The tank ruptures upon impact and he immediately drops. The jet continues to fly for a few seconds more before exploding over the Pacific as Steve falls away from it. Steve hits the water, diving under before he begins to swim back; surfacing in time to see the remains of the plane falling from the sky.

Later, the captain of the Filipino rebels shakes his hand happily. The American and Filipino soldiers stand around them and cheer.

Tunisia...

Nighttime. A German truck and two jeeps make their way through a street, transporting troops as civilians quickly remove themselves from sight. A figure watches them come closer from a rooftop. As one of the jeeps drives by, the figure drops down in the bed. The passenger turns, but is quickly knocked out of the jeep. Captain America slips into the front and kicks the driver out. He quickly takes control of the jeep, dodging into a side street. The second jeep quickly pulls in after him as the truck continues onward. In the Nazi jeep, the passenger stands, firing a machine gun through the back of Steve's jeep, shattering the windshield. Captain America sits up in his seat, letting the jeep coast. He then somersaults into the air as bullets fly past him. The Nazi jeep drives underneath as he grabs the gunman by the lapels. The Nazi is yanked out of the passenger seat and thrown onto the ground along with Captain America. The driver looks back curiously, forgetting that Steve's jeep is coming to a stop in front of him... until he turns back around and screams. He hits the jeep's rear end hard.

Later, the truck full of soldiers is continuing on its way across a desert road, now outside of the city. Steve, now in a badly damaged jeep, pulls in behind them. The soldiers in the truck notice him tailing them and draw their guns. They open fire, hitting the ground as Steve drives around them, speeding up as he passes. The driver of the truck stares in disbelief as Steve pulls away, and then jerks the wheel, cutting in front of him. He leaps out of the jeep just before contact. The truck smashes into the jeep, sending it flying into the sand, end-over-end. It stops dead on the road with a damaged grill and one busted headlight. In the back of the truck, the Nazis peer out of the back end, contemplating if they should go outside or not. One soldier approaches quietly, only to have Captain America rise up in front of him and knock him back inside. He leaps headfirst inside, spreading a panic. The sound of gunfire echoes across the desert as several holes are shot through the truck's covering for a few moments... then silence. The trucks driver gets out with a loaded pistol. Nervously, he aims it at the truck as he makes his way to the rear. A red glove punches through the covering, striking him in the face. The covering is ripped back and Captain America hops out victoriously.

Italy...

Smoke fills the air and rubble fills the streets. In the distance, an American plane drops bombs. Most of the buildings are partially demolished. Two Italian soldiers sit behind sandbags in the middle of the street, opening fire with a rail gun (one feeds and one shoots). American soldiers race to either side of the street to avoid being hit. Private Jackson leaps behind a pile of sandbags while the rest of his platoon finds refuge in an alley across the way. Jackson covers his head as bullets fly over him. "Jackson, come on," his fellow soldiers shout, beckoning him to follow them to a safer place. He shakes his head, far too frightened to move, "No way, guys!" He ducks back again as more bullets fly by and nearly begins to cry.

Captain America's shield flies through the air. It bounces off a building ledge, tearing a chunk of concrete away. It then strikes the corner of another building, coming down. The machine gunner looks up curiously as he hears a whistling noise. The shield comes down, striking him in the head. His partner turns and flees. The shield hits the ground, ricochets off a wall, and stops once it reaches a red glove. Jackson, who had his eyes closed tightly, opens one and then the other. A pair of combat boots step in front of him. Captain America stands over with him a smirk on his face, "At ease, son." He continues on his way, leaving a baffled Private Jackson.


	14. Chapter 14

General Phillips leads Steve in costume through a hallway with men in suits standing in rows along the walls. Steve fidgets with his gloves. "I haven't seen you this unsettled for months," Phillips laughs. "Staring down a Nazi tank is less nerve-racking, sir," he responds. Phillips laughs and pats him on the back. He opens a door, walking in first and saluting to seated figures, "Gentlemen, may I present to you, America's super soldier." Steve comes in after him and salutes a slight look of intimidation on his face. Winston Churchill and Franklin Roosevelt rise from their seats in the Oval Office. Roosevelt shakes his hands first, "You've almost single-handily turned the tide of the war. We're proud of you, young man." "Thank you, sir. It's an honor." Churchill shakes his hand next, "So you're the one they're calling Captain America, eh?" he smiles, "You yanks always did have a taste for theatrics, didn't you?" A reporter is allowed in the room, "Gentlemen, can I have your photo?" They turn and a flash bulb goes off. A newspaper shows the three men pictured together with the headline, "Captain America: The Hope of the Nation".

A young boy on a street corner in New York holds up a copy of the newspaper. "Read all `bout it!" he calls out, "America has a super soldier. Tide of war changing!" People begin to crowd around him, snatching copies off the stacks around him.

Gail serves food in the mess hall. One of her friends leans over, "I heard he doesn't even need a gun. He just goes in bare handed." Gail listens with a sad expression on her face. She dumps mashed potatoes onto a tray and gazes in the direction Steve once worked in. "They even have a picture of him," the girl hands a newspaper to Gail. Gail glances at it and then does a double take, looking a bit closer.

In a movie studio office, several business men sit around a table discussing new ideas. "The kids really go nuts for the serials these days," a producer tells them, "We need something that'll plant their asses in the seats." One of the men sits up, "What about that Captain America fella? He's pretty big nowadays." The producer nods, "Let's do that."

In London, an officer plasters a poster on a wall. Once he's finished, he leaves to place more posters around the city. Citizens approach, interested in what it might be. The poster depicts an idealized version of Captain America alongside the Queen with the words, "Britain and the USA: Who Dares Challenge Us?" written above them.

In a Nazi lieutenant's office in Belgium, a figure sits behind a desk, holding a grainy picture of Captain America. He takes a cigar lighter and begins to burn it. The Red Skull's eyes watch as the flames dance. He's wearing bandages around his face again. Soon, Commander Walther Model enters the room, stopping just long enough for Schmidt to rise to his feet and salute. "Commander Model," he begins as the higher ranking officer sits at the other side of his desk, "It's an honor to meet you."

"Hello Lieutenant Schmidt," Model pulls up a chair, "I understand they took you out of Paris and brought you to Belgium to keep you out of trouble."

"Due to an unfortunate misunderstanding," the Red Skull's contempt is barely masked, "I assure you that ..."

"Save it," Model tells him, "The Brits and the Yankees will be in this area soon. We're meant to insure that they don't stay for long. You can do this by any means you see fit," he leans in closer, "but if you embarrass me in anyway... I'll see that you pay dearly for it. I'm supposed to keep an eye on you. I don't care what sort of idiocy you try to pull so long as I don't look bad. Is that clear?"

"Certainly... sir."

Baron Zemo enters his study, finding the Red Skull seated behind a large chair next to a fireplace. He has his back turned, but it's apparent that his bandages have been removed. "You wanted to see me, Herr Schmidt?" he asks nervously. The Red Skull raises a handful of papers with various designs on them. "I was looking through your designs and found some interesting artifacts."

"You... you rummaged through my things?" Zemo looks at the blueprints, "Some of these machines are based on theories that haven't been properly tested anyway."

"You were once adamant to find the American's vibranium supply. Could they function if we were to find their source?"

"We tried to find their vibranium, remember? We couldn't do it."

The Red Skull rises to his feet, the fire placing him in silhouette, "The Americans' super soldier has joined the war, as you know. They say he carries an indestructible shield. The Americans are using vibranium! This Captain America will lead us to it."

"How do we find him?"

"You're supposed to be a genius, Zemo. Don't you know that he will come to us eventually?"


	15. Chapter 15

Ardennes Mountains, Belgium...

The sun is shining. The mountains and trees are covered in snow. It is winter again and the scene would normally look beautiful. As it is, there is a Nazi outpost high on a mountain and Zemo's canons are mounted in front of it. Two Nazi soldiers man the canons, unleashing rapid fire mortars. The explosions are fast and massive as they rip large swathes across the mountain, reaching American soldiers below. The soldiers head for cover, diving into a bunker as debris rains down on them. "It's no use, Captain," one of the soldiers explains, "Those canons are too powerful."

A black boot steps onto the lip of their bunker. The soldiers stop and stare in disbelief. The sun shines down, mostly concealing the figure behind glaring light. He is muscular, tall, and wears a long, black Nazi trench coat along with a German cross on his lapel and a swastika band around his arm. His eyes are sunken and red. At once, they raise their rifles.

The figure steps from the ledge, kicks off the side of the bunker and leaps sideways to avoid gunfire. As he comes down, he plants a boot in the face of one soldier. He stays crouched down to avoid more gunfire, punching one soldier in the gut, forcing him to double-over. He rises, cradling the soldier sideways before dropping him on his knee, breaking his spine. One of the soldiers screams in fear and anger, thrusting with his bayonet as he attacks. The Red Skull grabs the barrel, flipping the gun over so that the butt of the rifle strikes the man's chin. Once the rifle is flipped over completely, the Red Skull finishes him by running him through with his own bayonet. He then raises the rifle, opening fire on the rest of the soldiers. When the smoke clears, all but one of the soldiers is left alive; a single bullet wound to his shoulder. The rifle is dropped.

"Don't mistake this for mercy," The Red Skull peers down at his defeated foe in full view, "Go back across the American lines and tell them exactly what you've seen here. Tell them that the German army has a super soldier of its own. Tell them that the Red Skull is ready for them."

In America, Steve is in a tuxedo at a dinner party. Several politicians, military officers, and their dates drink champagne. He's out of costume, anonymous, and alone. He sets his glass down and moves away from the group, pulling at his bowtie annoyingly. In a kitchen in Virginia, a phone rings. Gail runs across the room and picks it up happily, "Hello?" Steve is on a hallway phone with the party happening elsewhere, "Gail, it's me."

"Steve, it's so good to hear your voice."

"You too. How is everything?"

"Boring as usual. You? How's that... radio tower, right?"

"Yeah, heh. It's fine. I've... met a lot of interesting people, though. I wish you were here."

"I wish you were here. I can't believe you've been gone for over a year now. It seems like it's been longer than that."

"Hey, did you read the papers? The super soldier?"

"Yeah. Captain America... Isn't it out of this world?"

"Yeah, it's still hard for me to believe."

"He's such a brave guy. He seems like he's pretty handsome under that mask, too."

"Hey!"

"Sorry,... you're not jealous, are you?"

"Um,... Sorta."

"So when are you coming back?"

"I'm not sure, but things are looking up."

"I miss you," she becomes more serious, "Listen,... be careful will ya?"

"I will."

"I love you."

"I love you, too."

He hangs up the phone. General Phillips enters the hallway. "There you are," he says, "We need to have a discussion. Follow me." He leads Steve to a private debriefing room. A picture of Baron Zemo and a normal Johann Schmidt are dropped onto a table. Steve looks at them as General Phillips stands behind him. "Who are they?," Steve asks. "Baron Heinrich Zemo, a German scientist working for the SS. His boss is Lieutenant Johann Schmidt who now goes by the name of the Red Skull. According to Allied intelligence, they were part of the invasion force in France and now they're in the Ardennes Mountains."

"Belgium."

"It's bad enough that Zemo's weapons are hard to fight against, but the Red Skull is personally engaging Allied forces in combat, killing them by the dozens," Phillips hesitates, "Witnesses describe him as fitting his namesake and displaying almost superhuman attributes. We thank we know how he got that way."

"The Nazi spies."

"Precisely."

"When do I go after him?"

Phillips exhales, "Unfortunately, it's not that easy, son. The Pentagon has a lot of missions planned out for you. Our forces need help all over the world."

Steve rises to his feet, "Sir, this man was responsible for Professor Reinstein's death!"

"Believe me, I know that, but we can't be afford to be foolhardy."

"I'm in the best shape of my life because of him. He was planning on using the serum to cure other people like me."

"I understand this is a personal matter for you."

"With all due respect, sir, unless you spent your entire childhood unable to run and play with the rest of the boys... you don't understand how personal it is for me."

"That's fair, but you still have a job to do."

"The Nazis now have their own super soldier," Steve argues, "Obviously, I'm the only one who can stop him."

"And you'll get that chance... just not right now."

"When?"

"When the time is right," Phillips says sternly, "But at the moment, you're needed elsewhere. Need I remind you that there is a war going on. People are dying. When you enlisted, you said that you wanted to make a difference. This is your chance. The world needs you and you're letting personal vendettas get in the way. Don't let your pride destroy you, son. You're too good for that."

"You're right, I'm sorry," Steve calms down slightly.

"You're a good man, Rogers. There were more reasons why you were chosen for the Super Soldier program than just your physical state. Remember that."


	16. Chapter 16

In the water, warships sit in a line. Soon, their canons go off, blasting through Nazi compounds on a beach. Allied soldiers rearm the canons again and fire. The inside of a Nazi compound caves in. Sirens begin to wail over the massive beach as German soldiers race to take their places.

German tanks roll across the mud. Fighter jets fly overhead and dip down over the beach, releasing bombs. An explosion hits a tank division, taking a few out at once. Another bomb drops directly on top of a tank. Another explosion knocks a tank over on its side. A German anti-aircraft canon follows the jets as they arch through the sky. It fires, striking a single plane, sending it spiraling into the side of a cliff.

Captain America stands ready in a U-boat along with many marines. They all wear long coats and helmets. The hatch slowly begins to open, revealing a gray beach. Steve roars angrily and charges with the marines following. They splash into water and bullets instantly begin to rain down around them, hitting many of them. They run onto the beach, hiding behind stockades and barbed wire. Up the beach, Nazi encampments fire viciously as hundreds of soldiers race across wet sand. Small explosions pelt the area. A compound sits in the distance.

Normandy, France ...

"I'll cut a path," Captain America shouts to his platoon, "Follow me!" He sprints forward, sliding the shield from his arm and hurls it. The shield flies up the hill, striking one Nazi across the face before flying to the next encampment and hitting another. It curves, hitting three more in a row along the way before it flies back down the beach, striking one soldier in the back of the head, giving it a spiral where it grazes another soldier across the chest. As Captain America runs up the hill, he snatches the shield out of the air. He places his foot on a stockade and flies off, kicking a German soldier in the face. When he lands, he tosses the shield on his back, allowing bullets to bounce off as he punches another soldier to the ground. His platoon soon follows, shooting down enemies as they go.

The air whistles and some marines are blown into the air from a mortar. Captain America dives as another explodes, bouncing him into the air. He hits a slab of rocks hard then falls into wet sand and mud. He shakes his head, gathering himself from the impact as he removes his torn long coat and helmet. There are tears across his chest, exposing chain links. He looks up, noticing a canon on a nearby perch. He holds his shield upright and throws it underhanded. The shield strikes the bottom of the canon's barrel, tilting it up just before the canon fires a mortar into the sky. It dips awkwardly before it falls back to the ground, striking a Nazi encampment below.

Captain America throws himself into the encampment, taking control of the mounted machine gun. He turns the machine gun, opening fire on the canon. The Nazis manning the canon flee as they canon itself is shot several times. The large machine creaks in agony before it buckles. "Take out the canons!," he shouts to his platoon down below. Several soldiers crouch behind sandbags and lob grenades onto the perch. Nazis look down curiously before an entire canon is blown. Captain America stands at the stairs leading up to the compound up the hill. His shield blocks the bullets as his platoon races up to the perch. The platoon quickly begins to take control, bayoneting the soldiers and hitting them with the butts of their rifles. Captain America soon follows, using his shield as a battering ram while he runs into a small group of Nazis. They are all knocked off the perch.

His platoon regroups. "I'll go inside and break radio contact," he tells them, "Sgt. Waid, I need you to take the men back onto the beach. Attack them from the rear." "Yes, sir," Waid responds and leads the men back to the Nazi encampments. A Nazi soldier turns away from the on-coming forces as he notices more soldiers approaching from the side. One soldier stabs the Nazi with a bayonet while his partner is shot by a marine from a distance.

A cable runs along the wall to the back of the compound. A moment later, they are ripped out of the wall by a red glove. Inside, a Nazi operator sitting at a switchboard turns to his commanding officer, "Sir, we've lost radio contact." Captain America sneaks into the entrance quietly. Not far away, guards stand on platforms with rifles ready. Below them, more guards rush into the room. Captain America hurls his shield from around the corner. It curves into the air, knocking the two guards off their platforms. He dives into the room, rolling along the floor as the guards below open fire. Once he finishes his roll, he sits up, catching the shield in his palm. He spins, tossing it again, hitting one guard in the chest. He somersaults forward, avoiding more gunfire and kicks a soldier into the wall. He turns, catching his shield again. A guard raises his rifle, but Steve grabs the barrel, shoving it down so that the bullets his the floor. An upper cut later, the guard is taken out.

The commanding officer draws his luger and leads several men down a corridor. Captain America flies out of a room, tackling the last man in the line, falling into the room across the hall. They turn and draw their weapons, but all is silent. The commanding officer motions for a soldier to check it out. The soldier slowly makes his way to the room, peering inside. Once there, he sees an unconscious Nazi, but nothing else. Just then, something catches his eye. A moment later, he is thrown out of the room and hits the opposite wall, creating an indention. "Go," the commanding officer shouts and all of the men rush into the room at once. They burst through the door, opening fire madly. The edge of a shield hits one in the face, a fist strikes another, a boot is shoved into the chest of another, and the last one gets the broad side of a shield. The commanding officer is disarmed and pinned to the ground with one hand. Captain America stands over him angrily, shield raised. Reluctantly, the officer raises his hands in surrender.

The sun is beginning to set over that portion of the beach. A few random bursts of gunfire can be heard as the battle begins to draw to a close. Night comes a few hours later as American forces lead German prisoners away. Captain America enters the compound, now under Allied control. His costume is slightly torn and very dirty from the battle. General Phillips waits for him.

"This perimeter is now under Allied control," Phillips tells him, "Reinforcements will come in the morning and we'll fan out. Good work, Rogers."

Steve removes his mask, "With your permission, sir, I'd like to move ahead with my platoon to the next perimeter."

"What?," Phillips exclaims, "Son, we just spent an entire day taking this part of the beach. Do you realize how much more is waiting for us? Your men are tired."

"Then I request to go alone."

"Request denied," Phillips says frankly with a hint of frustration, "Rogers, what's this about?"

"I'm still fully capable of continuing the fight."

"Our orders are for us to stay put for the night and move out in the morning. That goes for everyone. Even the Brits are camping out."

"Sir, I believe that -"

"We have our orders!"

"Yes sir," Steve reluctantly begins to leave.

"Rogers."

Steve turns back.

"Sometimes, doing what's right requires sacrifice."

He leaves.


	17. Chapter 17

In the Ardennes Mountains, the Red Skull's base sits on a peak. It's a Gothic structure, heavily guarded, and with one of Zemo's tanks patrolling it. Inside, Zemo works in his lab, welding a piece of metal to an obscured object. The Red Skull comes into the room. "The Allies are invading Normandy," he states frankly. Zemo turns, dropping his current project.

"Normandy? And they're succeeding?"

"Yes,... And there's word that their hero is with them. You realize, of course, he will eventually make his way here."

"I'm sure you'll emerge triumphant," Zemo fakes a smile.

"Oh, I will... even if the Third Reich doesn't," he gazes at Zemo's current project, "I trust that my plan is underway."

"It is. I simply need one more element to complete the project. Once we finally locate America's vibranium mine, your plan will be complete."

"Good. Now all that's left... is the waiting," using whatever flesh the Red Skull has, he smiles.

Captain America surveys the American camp, sans mask. It's late and the beach has an eerie quietness to it. Steve turns away form the camp, placing the mask over his face. He makes his way through the abandoned compounds to a cliff overlooking a small village. A Nazi barricade blocks the entrance to the village with a handful of German soldiers standing guard between an abandoned apartment building and an old church. Two of them stand watch with a rail gun while the others try not to fall asleep. Suddenly, one stirs awake and alerts the other men, "Look! Out there!". Captain American runs straight down the road, making a B-line for the barricade. The two soldiers manning the rail gun take aim, but the shield flies into it, embedding itself in the middle of the gun with enough force to knock the soldier on his rear. The Nazis raise their own rifles and begin to open fire. Captain America darts right and left before slipping into the doorway of the apartment building nearby; bullets ricochets off the wall as he goes. One of the guards laughs out loud, "Ha, we got `im!," they look at him curiously, "He's trapped in that building and he doesn't even have a weapon. There's no way he's coming out alive!". Just then, glass shatters above them. They look up in astonishment as Captain America dives out of the third story window and drops on top of them.

Meanwhile, several villagers make their way down a street, keeping their eyes out for Nazi Gestapo. "They're too occupied with the Americans," one of the men whispers to them in French, "They won't even notice us getting away. We can make it to the next village before there's much fighting here." As they move, his wife begins to look around frantically. "Georgette?," she calls, "Georgette!" The husband turns and brings a finger up to her lips, "What's the matter?" "Georgette isn't here?," she begins to panic, "God, I hope she isn't back at the apartment." "I'll go find her. You go on with the others," he motions for her to follow the rest of the group. She begins to plead slightly, but an elderly couple motion for her to follow them. The husband quickly runs in the opposite direction.

In a small, one-room building, Nazi soldiers stockpile weapons and begin to barricade themselves in preparation for oncoming invaders. Captain America flies through the wood door, shattering it to splinters. The blunt side of his shield sends a German soldier flying into his partner. A backswing sends another soldier tumbling over a table, spilling ammunition onto the ground.

In an apartment building nearby, a small French girl walks into a living room and is greeted by a puppy. She hugs the dog tightly as it runs into her arms. Quickly, she scoops it into her arms and rushes out the door. Back in the small building, a soldier begins to radio for help, only to have Captain America grab him by the back of his uniform and hurl him against the opposite wall. The reciever dangles over the desk as the sound of gunfire and muffled grunts can be heard. Just outside of the village, German soldiers begin to man long-range canons. "They must be advancing," their commander shouts, "Man the canons!" A wondering gestapo turns and hears the siren in the distance. A moment later, a gloved hands pull him around the corner with Captain America emerging a moment later. Soldiers ready the canon and fire. Inside the apartment building, Georgette and the dog fall to the ground as the entire building shakes. Outside, a large portion of the building crumbles away, exposing Georgette to her father who races on the scene. "Georgette!," he calls to her. "Papa!," she calls back as the building begins to crumble around her.

Captain America comes onto the scene as some more explosions pelt the distance. "Stay there," he tells the father before he races into the building, "I'll get her." Captain America runs into the building and begins to climb the stairs just as they give way. He falls, but manages to extend a gloved hand, catching himself before falling with the rest of the staircase. He pulls himself up as Georgette notices the floor underneath her begin to give way. There's another explosion nearby, causing the building to shake again. The floor drops and Georgette stumbles back toward the open area behind her. Captain America rushes to her, leaping into the action just before she falls. He extends a hand, grabbing her wrist as he sommersaults in mid-air. As he finishes the maneuvre, he cradles both Georgette and the dog in his arms and flips forward. His boot strikes the building across the alley and he kicks off into a backflip where he lands harmlessly on the ground. He releases Georgette and the dog who race to her father. He grabs her and kisses her on the forehead just before pulling her away. As they run, they turn to take one final look at Captain America while explosions sound off behind him. Filled with regret, he turns and leaves.

"That was reckless of you, Rogers," General Phillips paces angrily in front of Steve who is now in fatigues. It's morning and they are at camp. "You do realize that I could have you court marshaled for this, right? You're our best man, but that doesn't mean we can't drop you if you turn into a liability. You're lucky to be getting off with a warning and a dock in pay."

"I understand, sir. It won't happen again."

"You put lives at risk. Doing that won't bring Dr. Reinstein back nor is it a means to repay him for your cure. As a matter of fact, if he were here right now, I'm sure he'd be telling you the same thing."

"I'm sorry, sir. You're right. I was reckless."

Phillips sighs, "We're suppsoed to secure this area for the next few weeks. We do that, then we're supposed to head to the Ardennes Mountains. In the meantime, can I count on you to be a team player?"

"Yes, sir," Steve salutes him.

A black and white newsreel shows the Normandy landing. The reporter announces, "After several days in Normandy, Allied forces have successfully taken the area, removing German occupation." The audience watching the newsreel begins to cheer loudly, "General Eisenhower was said to be very pleased with the results and has stated that this is a turning point in the war." Gail sits in the front row, smiling. "We also managed to catch a glimpse of Captain America, fresh from the front lines," he walks through a destroyed city street and briefly nods to the camera before moving on, "We may not know who he is, but we sure are glad he's on our side." Gail's smile broadens.


	18. Chapter 18

Steve sits in a tent, writing a letter, "Dear Gail, I'm sorry I haven't been able to write much. I hope you had a wonderful Christmas and New Year. I guess you heard that the war is almost over. I'll be coming home soon." Back in America, Gail reads the letter happily while Steve continues to write, "That means I'll be coming home soon. I still have some important business to take care of, but I promise I'll see you when I come back. I can't wait to see you. I can't wait to start our family. My hands are shaking, I'm so excited. I don't know how you feel about the wedding. I guess you want to really prepare and do things right. Honestly, I don't care if we just find a preacher and get it over with the second I come back. It's up to you, though." General Phillips pokes his head through the tent, "Ready, kid? We're heading out for the Bulge in o-eight hundred." Steve nods and continues writing, "Anyway, I have to go. I love you so much. Steve." As Gail finishes reading, she kisses the letter tenderly.

The Ardennes Mountains are pelted with ground forces, both Allied and German. Explosions go off, bullets are fired, and soldiers fall. On the other side, an American carrier lands. Not far away, the Red Skull gazes out of his window, prepared for battle.

Soon, the Red Skull addresses his soldiers. "Like you men, I once had faith in the words of our Fuhrer but those days were crushed long ago and I knew that I had to rely on myself. The Fuhrer has ceased sending troops and is planning a withdrawal, but you'll never hear him admit to it" he tells them as he paces in front of a long line, "We, however, will keep our position until such a time allows for us to make our next plan! The Third Reich is faltering, but don't let that scare you. I am ushering in a new age. One that you men may not live to see, but your courage and sacrifice will make it possible! Together, we will create the Fourth Reich... Together, we will create the future!." The men cheer while Zemo watches silently.

In an American compound across the mountains, General Phillips speaks to a division of soldiers along with Captain America. A few officers stand off to the side. He shows them a large map of the Ardennes Mountains, pointing to different locations. "So General Montgomery is coming in from the North and General Patton is striking from the South. They plan to meet and combine their forces not far form this area. The only thing that stands in the way... is him," General Phillips points to a red skull emblem on the map, "The Red Skull and his base. We haven't been able to touch it thanks to Baron Zemo's weapons. Obviously, the Red Skull himself has taken it upon himself to engage in direct combat against us." General Phillips turns to Captain America, "This time around, things will be different." He then turns his attention back to the rest of the division, "Any questions?... Then get some rest and good luck! We head out at dawn." The men are dismissed. Captain America gets up to leave, but General Phillips stops him, "Hey Cap." He turns. "If you see that son of a bitch, you do everything you can to put him down but remember to keep your cool." Steve nods, "I won't let you down, sir."

Captain America stands ready along with his platoon. The sun is rising behind them. They all wear heavy coats to handle the cold winter snow blowing into their faces. "I would like to thank you men for following me into battle," he tells them, "I'm not sure what lies ahead, but I know that you will fight with courage and honor. We have all come along way to reach this point in time. We've all had to face our demons. Whatever sacrifices we make in this battle, we know that in the end, it was worth it." He strides forward and his men proudly follow him.

Two Nazi soldiers sit lazily in their twin Zemo canons, on the lookout for enemies. They are out in the open with a forest on either side of them. In front of them, is a deep slope and a bunker with no one in it. A red glove slips over the face of one soldier and quickly jerks him off the canon. A moment later, Captain America jumps into the canon to man it himself. The other Nazi turns his attention to him but notices that he has already taken aim. He leaps off his canon and runs just before Captain America opens fire, blasting it to pieces. He then pulls the pin from a grenade and slips it under his seat. He hops off and covers enough distance that when it explodes, he's already gone. His men rush out of the forest, following him.

A metal, circular structure with a rotating canon, fires a shot in the air. The shell ascends over a mountain range before it explodes, releasing smaller explosives in various directions. Captain America looks up as he watches them fall, "Take cover!". Several explosions pelt the area, tossing soldiers into the air. They dash toward the forests, only to have several Nazis rush at them from either side. A few are shot down before they begin to hide behind the trees, returning fire. Captain America sprints between the trees, delivering a sharp kick to one soldier, sending him into another. A soldier opens fire with his machine gun, sending splinters in every direction. Captain America flips sideways and throws his shield between the trees. It bounces rapidly between the trees, speeding up more and more until it's just a blur. The soldier nervously turns to watch the shield, only to have it whipped across his face. The shield banks off another tree before it is caught... by a black glove. Captain America rises when he notices his shield has not returned. From his point of view, eh searches everywhere but finds no signs of enemies or his weapon. That is, until his shield is hurled past his face and is embedded in a nearby tree trunk.

A black boot steps through the snow and twigs. Captain America turns as he hears someone slowly approaching. His silhouette can be seen by the light shining through the trees. A black glove clenches its fist in preparation. Captain America stands ready; calm but eager to fight. The Red Skull stands in front of him with a blank stare before calmly lifting his hand and silently beckoning him to come forward. Captain America sneers angrily and charges.

The Red Skull ducks under the first punch and gives him a shot to the ribs. The second punch is blocked and Steve receives a kick to the chest, which sends him into a tree hard enough to break through a few layers of bark. He then ducks as a punch puts a hole where his head once was. Captain America upper cuts him across the chin and then plants his knee against his hip. A black gloves snatches him by the throat, but he twists the wrist, flipping the Red Skull over his shoulder. The Red Skull twists in mid-air and lands on his feet before kicking Steve in the chest again. Steve lands on his back, growls angrily, and leaps back on his feet. He springs forward, delivering a knee to Red Skull's face before grabbing his head and slamming him into a log hard enough to crack it almost in half. He then pulls Red Skull to his feet, only to get a punch across his face, followed by a backhand, and then followed by a head butt which forces him to let go. Red Skull roundhouse kicks Steve across the jaw, spinning him into the air before he crashes back to the ground. Captain America roars with fury and springs back onto his hands, kicking the Red Skull in the face, throwing him back a few feet. The Red Skull falls against a stump and Captain America charges... only for the Red Skull to elbow him in the face, grab him, and shove him into his own shield, which is still stuck in the stump. Steve stops him just before his head is cleaved in half, gripping the shield with both hands. The Red Skull shoves his knee into his face, knocking him onto the ground, where he begins to stir.

"I'm charmed to have finally met you in person," the Skull turns to the shield, "And this must be what the Americans did with their vibranium sample. Impressive," he runs a finger down the edge, "Although not nearly ambitious enough, if you don't mind me saying. I suppose American ingenuity is not what it was made out to be," he turns to Steve, "As for you, Captain. There's such drive and anger. I admire that, actually. Do you want to know why I joined the Nazi Party?" Captain America springs to life and grabs Red Skull by the throat. He grabs Steve by the head, knees him in the face, and kicks him to the ground again, "Well, I'll tell you anyway!," he continues, "It's because of their ambition. Their drive to do what is necessary. That's not to say that I'm not willing to break away from the Party. I've defied them many times and I am planning to do so again. They've grown a bit too stale and centralized for my tastes. Still, despite what anyone may say about them, they have always been precise. I admire anyone who will push themselves to achieve their goals whether they be German or American."

Captain America slowly rises to his feet. Red Skull paces around him, "That's the spirit. Show me that America didn't waste their super soldier serum on a weakling!" Captain America glares. He rips his shield away from the stump. Red Skull spreads his arm wide, ready to embrace the coming second round. Not far away, some of his soldiers are being pinned behind a downed tree. They duck as bullets fly overhead. "Cap!," one of them screams, "Cap where are you?" Captain America hears their cries amidst gunfire, then turns his attention back to a readied Red Skull. "What will it be? You may not get a second chance". Captain America quickly turns in the direction of the gunfire. "That's unfortunate," Red Skull sneers. Captain America dashes through the forest, finally finding a group of Red Skull's men. He quickly sends one hurtling into a tree and viciously backhands another with his shield. His own men emerge and begin to fire at the few Nazis left, taking them down. Steve makes his way back to his platoon, "Is everyone accounted for?" "Not everyone," one of them tells him. Captain America looks in the direction of the Red Skull, noticing that he is long gone. "You okay, Cap?," one of the soldiers asks. "I'm fine," he tells them, "C'mon, let's search for survivors and regroup."


	19. Chapter 19

Soon, Captain America rejoins his men at the edge of the woods. They hide behind trees, watching the canon structure in the distance. "Grenade," Captain America eyes the distance while a soldier hands him a grenade. He pulls the pin, steps out of the forest, and throws the grenade about fifty feet in the slitted opening of the structure. It bounces off the side of the canon, falls inside, and lands beside a seated Nazi soldier. He screams and turns, opening the rear hatch. Once he has it opened, the grenade goes off, blasting him out of the door and destroying the inside of the structure. "Let's go," Cap leads his men out of the forest and over the snow. The slopes on either side become alive with canon fire. The men quickly run for cover as snow and rock fall from the explosions. "Arm the bazookas," Captain America shouts. Two soldiers place rockets in twin launchers. They squat and fire in opposite directions. The rockets hit the canons on top of the hills, blasting them to pieces.

Back at the American camp, General Phillips, two officers, and a few guards stand inside of a small tent. They look over a map, discussing future strategies. Suddenly, the door is kicked in and a shadowy figure fires twin, silenced pistols into the room. The figure empties both guns before dropping them and stepping inside. General Phillips rises from his position behind the table and aims his own pistol. A black glove snatches his forearm tightly, forcing him to drop the weapon. Another glove grabs him by the jacket and throws him onto the table. The Red Skull peers into General Phillips' face, "Typical general," he gloats, "Always willing to send others into battle... never capable of doing it himself."

The shield flies through the air and slices the support beams of a mounted canon. It tumbles over, firing off a shot. Across the way, a canon is destroyed by friendly fire. "Go!," Captain America commands as he leads his men out from around a barrier. As they run, the last canon follows, firing a barrage of explosives. Two soldiers roll along the snow and open fire, only for the bullets to bounce off the metal plating. The Nazi turns his sights on the men, but another soldier rolls a grenade under the canon, blasting the Nazi out of his seat.

The sound of massive engines can be heard. Metal gears turn small treads through the snow. "What's that sound?," one of the soldiers asks as they make their way. Three of Zemo's specially designed tanks roar through the snow. They drive off a small hill, going airborn for only second before hitting the ground, causing a slightly tremor. They slide a little in the snow, then right themselves as they race quickly toward the small platoon.

"Sargent Brubaker, how do our weapons look?," Captain America asks them.

"We've used up all of our explosives, sir," the Sargent explains, "And I don't think our rifles are gonna put a dent in those things."

"Leave `im to me."

The men run for cover as Steve stands his ground. He runs toward them, sliding his shield off his shoulder before throwing it. The shield cuts a swathe along the treads of one tank, cutting through its wheels and bringing its left side to a grinding halt. The gears tear and crush each other as the tank swerves in a semi-circle before tipping on its side and eventually falling over. Captain America catches his shield and places it in front of him in time for one of the tanks to open fire with its twin rapid canons. An explosion hurls Steve through the air; his shield, his only protection. He bounces hard off a tree, sending splinters into the air, before he disappears in the foilage. The tank goes into the forest after him. Meanwhile, the second one goes after the platoon. They quickly leave their barricade and race for cover as explosions follow them.

General Phillips sits, strapped to a chair inside of his tent. He glares angrily at the Red Skull who towers over him.

"I recognize your picture," he tells him, "General Chester Phillips. You were the head of Camp Lehigh before being placed in charge of the Super Soldier Program. Camp Lehigh was also the base in which the American military performed its vibranium tests."

"Whatever you want to know, I ain't telling you!," the General sneers, "Torture me as much as you like."

"As thrilling as it sounds," the Red Skull removes a plastic vial from his coat pocket, "Torture won't be necessary. Baron Zemo was generous enough to have prepared this extremely potent truth serum for me many years ago," he takes a syringe from his other pocket, flicks the cork off and injects it into the vial, filling the syringe with the clear fluid. General Phillips watches but remains calm. The Red Skull approaches and cocks Phillips' head to the side as he brings the needle to the base of his neck, "Now, let's talk about the whereabouts of this vibranium mine of yours."


	20. Chapter 20

The first tank runs straight into a cluster of trees, knocking them down before they are crunched beneath its treads. It turns to the right, firing multiple shots that destroy several trees and then it turns slowly, blasting more and more trees as it goes, creating a perimeter of burnt wood. Captain America drops down on top of it hard. He raises his shield over his head with both hands and brings it down, almost completely shattering the hatch. He then grabs the hatch and pulls, breaking whatever chunks of locks and bolts are left, gritting his teeth and straining the entire time. He finally yanks hard with a loud grunt, ripping the hatch open. The Nazi driver inside pleads just before he is pulled out and tossed over the side. Captain America returns to the clearing to see the last tank rolling toward him with fire and smoke behind it. Undaunted, he runs toward the tank head on. Likewise, he tank races toward him, lowering its twin canons. Cap speeds up, making a final leap just as the tank opens fire. Captain America raises his shield as the tank rounds pass by him on either side. Finally, he lands between the canons, smashing the edge of his shield in the front plate. The tank rotates, nearly knocking him off, but he holds on tightly, slamming his shield into the base of one of the canons. The tank drives quickly through the snow but Steve manages to stay on, hitting the canon more and more. Finally, it spins around in the snow, jerking tightly. Captain America knocks the canon almost completely in half before falling off. He rolls away as the tank turns, aiming its canons squarely at him. It fires, but one of canons is dented and cut too much. The shell explodes inside the barrel, taking the top portion of the tank with it. Captain America turns and sees his remaining men making their way over the hill. They are tired and at least one is leaning on his fellow soldier for support. He looks into the distance and not far, the Red Skull's base sits on a hill, surrounded by barbed-wire. "Look alive soldiers," he tells them with a brave smile, "We can sleep once the war's over." His men smile and begin to regain their second wind.

Not far, several men load gear into the back of a German carrier plane. Baron Zemo steps out, making sure that his men are careful with a long, slender object covered in a white tarp. Once they have it loaded in the back of the plane, he looks out, waiting.

Inside the base, Captain America and his men run inside the loading dock. There are few soldiers inside. They are shot and some are struck with rifle butts or helmets. Captain America punches and kicks his way through several of them.

The Red Skull hurries across the snow, running to the carrier. His spy meets him at the rear hatch. "I understand you wanted to see me, sir?," he shouts over the roar of the engines. "Yes, take this," the Skull hands him a leather satchel with a book inside, "Despite your early failure, you have proven useful," he tells him, "This is my manifesto. I want you to take this into Europe. Hand it to anyone who will listen but keep it secret. When I return, I hope to have many followers." The spy salutes, "Yes, sir." Red Skull disappears inside of the carrier and the hatch quickly closes once he's inside. The propellers start and the plane move itself down the runway. As it speeds up, it takes off, flying high into the distance. The spy watches it leave before opening the satchel. He looks at the cover of the book, noticing a green, multi-headed serpent drawn on it. The word "HYDRA" is written above it.

The Red Skull's office. The sound of muffled gunfire can be heard until... the door is kicked in. Captain America rushes in and gives a confused look as he realizes that there is no one inside. Soon, his men have control of the entire base. He joins them, "Any sign of Schmidt or Baron Zemo?" "None, sir," is the answer. He stops for a moment and then turns back, "When you radioed the camp, did anyone pick up?" "Transmissions are hard to pick up out here. I could use the German's radio." Captain America ponders for a moment until he finally says, "Gather the men, we're heading back to base!"


	21. Chapter 21

The platoon rushes onto the scene. Some tents are knocked down and there's a small fire behind the campsite. Some soldiers are dead on the ground while a rescue team tries to handle the situation. Captain America moves through the crowd and arrives at General Phillips' tent. Phillips sits inside, drinking a bottle of whiskey. His face is pale, his eyes are red, and sweat is pouring from him brow. Steve takes off his mask and approaches.

"I'm alright," he tells him right off the bat, "We sent an SOS. The rescue team is taking care of things."

"Was the Red Skull here?"

"Yeah," he takes a drink, "He only wanted me."

"But why?"

"He wanted to know the location of our vibranium mine. Gave me a shot of some kind of truth serum," he takes a long swig and swallows hard, "I couldn't fight it. I told him everything."

"This mine... it's where my shield came from, right?"

"Yeah, apparently he has his own plans to make vibranium weapons. They'll probably be a lot worse than a shield."

"So where is this place?"

"Antarctica. We already sent a telegraph to the workers there, telling them to evacuate."

"So... what will be done about him?"

He looks up at Steve, "Like I said a while back... you'll get your chance."

He nods, "When do I begin?"

"They're gonna have you fly out ASAP."

"I'll get ready," he turns to leave.

"Rogers," Phillips stands up, "You know there's only one reason why he kept me alive."

"He wants me to come after him," Steve pulls his mask back on.

In Antarctica, the Red Skull's plane lands on a small runway with the mining structure behind it. Moments later, Red Skull, Zemo, and a small team are outside the plane in arctic gear. The front double doors are locked up with a chain. The Red Skull nods to his men who shoot the chain with machine guns and burst them open. They enter and see that it is abandoned and dark. "It appears that the workers have evacuated," he turns to Zemo, "I suppose you'll be undermanned while you complete your project." He moves in, leaving Zemo behind.

It's nighttime back in Belgium. Captain America is entering the rear cargo hold of an American carrier. General Phillips, now looking healthier, watches him enter. Cap turns and salutes General Phillips. General Phillips salutes back as the hatch closes. "I'm proud of you, Rogers," Phillips tells him. "Thank you, sir," the hatch closes completely. Moments later, Phillips watches the plane take off with a wide smile across his face.

The Present Day ...

"And that's where the story ends," Nick Fury finishes relaying the information from his file. Steve Rogers remains in his hospital bed, listening. "The pilot dropped you a few clicks from the mine. A reconnaissance team was deployed twelve hours later when they received no word from you. They found nothing. No sign of you. No sign of the Red Skull... and no sign of the mine." He moves to the opposite side of the room, "Now, I think that I've told you enough to gain your trust, so what's the rest of the story? What happened out there, sir?" Steve looks at the photo of himself as a young man and continues the story himself, "As you mentioned, I was dropped a few clicks from the mine..."


	22. Chapter 22

The mine sits quietly in the frozen wilderness. In the bottom level of the building, Zemo and the Red Skull stand beside the metal cylinder... the very same cylinder that Captain America would later be found inside. The cylinder is now currently open and ready for use. Zemo is in work clothes, sweaty. "Vibranium is difficult to work with but I managed to complete the vessel. With the vibranium lining, it should last for ages," he wipes some sweat from his brow, "I don't understand why you wanted me to complete this before building a tank or -"

"Is it functioning?," the Red Skull interrupts.

"Yes," he says wearily, "The vessel can hypothetically freeze a person for an untold amount of time in a cryogenic state. The vibranium lining will ensure that it will not rust or decay. Obviously, it is untested and was originally designed for space travel, but that never stopped you before."

"I don't plan to use it right away, of course, but it is the most important part of the plan," the Red Skull begins to pace, "The Fuhrer's plan for domination is failing. We know this. It is too centralized. Too orderly. My idea for the Fourth Reich will create a multi-leveled organization that will gradually take control of the globe through subterfuge. And if one head is cut off from the body, two more will take its place. As for me, I will have to wait in hiding for a very long time."

"Provided you survive the freezing process."

"Considering my physical state, it should be easy enough," the Red Skull brushes him off, "Given my current predicament, I can either face a German firing squad or an Allied war tribunal. That isn't very reassuring. If I'm dead to the world, I will be quickly forgotten for decades until I am able to rise again."

"And while you're... asleep, your organization will build amongst the few followers you have now?"

"My men will follow me to the ends of the Earth," he turns to Zemo, "Even if you won't."

"What makes you say that -"

The Red Skull moves in close, "I know how much of an opportunist you are, Zemo. You've always wanted to claim this mine in order to build your weapons. You were the first one to suggest that I come here!"

Zemo begins to get worried, "Of course. This metal is valuable. You... You need it for weaponry... in order to fulfill your goals."

He snatches Zemo by the lapels, "I know that you don't truly believe in my goals. Selling these weapons is a priority for you, isn't it? While I'm gone, you could very easily sell your technology to the highest bidder."

"I... I've been loyal to you for years, Lieutenant."

"You've been loyal to the money I give you!"

He begins to get even more worried, "Please, Lieutenant... calm down. I will ensure that your plans go unmolested while you're gone."

The Red Skull pauses, "You... you're right," he lets go, "I apologize. Go get the men. Tell them to bring the rest of the equipment from the carrier."

"Yes,... Yes, of course."

Zemo rushes up to the second floor, leaving the Red Skull behind. He climbs the stairs to the scaffolding that runs along massive heating tanks, leading to another door. Once he opens, he stops. Looking down, he notices a pile of unconscious soldiers. Something catches his eye and he backs out of the door, Captain America following him. Zemo freezes and then:

"Oh, thank God you've finally arrived," he pleads, "He's completely mad! He's been forcing me to build weapons, you know. I never wanted to be associated with him. I have a wife and son to think about, after all."

"Where is he?," Captain America grabs him, not giving in to the lies.

"In the lower level. Right now, at this very instant, he has a chamber that will allow him to survive for decades. He wants to come back and take over the world with a new form of Fascism. He has more followers than you realize," he smiles, "You know, we could make a deal. I know a lot of secrets. If you could assure that I never go to prison, I can give you names and -"

His sentence is cut off by the sound of a gunshot. Zemo gasps and collapses to the scaffolding. Red Skull stands behind him, a smoking gun in his hand. "I knew I would have to do that someday," he says in German, "Pity it had to be today."

Captain America strides forward, "I'll give you this one chance to surrender." The Red Skull smiles, "Such a calm demeanor." "I'm a fast learner." "Let's see how fast," Red Skull aims his gun, only for it to be swatted out of his hand by Cap's shield, falling to the floor below. The Red Skull delivers a throat jab and follows it up with a kick which is blocked by Cap's shield. He swings it, only for the Red Skull to duck, making Cap put a large dent in the heating tank beside them. Red Skull throws himself into Captain America's gut, knocking him against the railing hard enough to smash him through. He falls to the ground below, landing on his back. The Red Skull drops off, feet first. Steve rolls out of the way as a black boot cracks the ground where his head once was.

Captain America finishes his roll and crouches, grasping the edge of his shield, ready to throw it. The Red Skull rolls along the floor, snatching his gun. He stands and fires, a single bullet bouncing off the shield. He darts to the side and fires again. Captain America stands, allowing the second bullet to bounce off as he steps to the side. A third bullet is fired and once it ricochets, it flies up to the heating tanks, putting a hole in one of them. Captain America turns, realizing what just happened. The tank explodes, blasting through the scaffolding. Captain America's shield absorbs most of the explosion, but the force throws Steve into the air and peels off large sections of his costume, including his mask. Outside, a hole is blasted through the outer wall of the mine. On a nearby ice-shelf, large chunks of ice break off and smash into the ground. Back inside, Captain America hits the ground and his shield slides across the floor. The area now has several fires raging around it.

He begins to stand, but the Red Skull is already there, kneeing him hard in the face. He throws a right hook across his face and then comes in with a left that Steve blocks. Captain America upper cuts the Red Skull and kicks him in the chest, knocking him onto the ground. "You know," Captain America says as he approaches, "A friend of mine died because of you." The Red Skull rolls into a back flip, catching his foot across Captain America's chin, forcing him to stumble back. "I'm sure many friends died because of me," he says with a slight chuckle, "I'm afraid you'll have to be a bit more specific." He jumps and kicks, only for it to be blocked. As he lands, Captain America knees him in the solar-plexus and then grapples with him, putting him in a half-nelson, "I'm sure you'll remember them once you're on trial." The fire spreads to another tank, causing it to blow as well. The blast knocks both of them into the air. Outside, the ground shakes and the mine sinks slightly into the ground, kicking up a cloud of ice. Red Skull and Captain America tumble across the floor as the building continues to shake. Outside, the large drills wobbles as the pit opens up more, eventually causing it to fall partially inside.

"We need to get out of here," Captain America pulls himself to his feet once again. The Red Skull's long coat is now shredded and the uniform underneath has several holes, exposing the flesh underneath, which is as red and disgusting as his face. He comes in from the side and punches Captain America across the face. Captain America spins around, planting his heel against the base of the Red Skull's neck. Above them, the scaffolding breaks apart and falls. Both men leap out of the way as it crashes to the ground. The Red Skull stands amidst the debris, "I'd rather die than see myself captured," from within his coat, he pulls a long knife. Captain America notices that his shield is on the ground nearby. He makes a jump for it as the Red Skull steps over the debris, twirling the knife in his hand. Steve hits the ground, sliding on his side a bit before the shield is in his palm. He sends the shield through the air, only for the Red Skull to dip out of the way before he leaps across the room after Steve, knife raised above his head. He lands on top of Steve, but the blade stops inches from his face. Captain America holds onto the Red Skull's forearms and struggles to keep himself from being stabbed. The shield bounces off a wall. Captain America plants his boot against the Red Skull's stomach and pushes, raising him up. The shield bounces off the ceiling, coming down at an angle. The Red Skull turns as he hears the sound of the shield whirling toward him. The reflection in his eye shows the shield heading straight for him until... impact. Captain America winces in disgust while the shield is embedded in the wall behind him. Captain America rolls his limp body to the side.

He stands, ripping the shield out of the wall, turning just in time to see flames engulfing the last tank. He ducks to the ground, covering most of his body with his shield before it explodes, chunks of debris bouncing off the surface of the shield. Outside, an entire corner of the building is blown apart and fall to the ice below. Massive cracks erupt around the area. The ice shelf nearby collapses more, sending massive chunks of ice into the ground. The mining pit begins to crack and break open even more, eventually swallowing the large drill. Inside, Captain America falls to the ground as the entire building lurches and tilts. The entire area lifts the building as the cracks turn into large cliffs of ice. The front portion of the building begins to collapse. Captain America grabs a pipe running along the wall in order to keep himself from falling any farther. The wall behind him crumbles away and the ceiling begins to break apart. Soon, the outside frozen wilderness is completely exposed. The ground breaks apart, sliding the building toward the Arctic ocean. Captain America falls, sliding along the ground until he manages to grasp the edge of the floor, swinging forward into the lower level of the mine. He hits the ground as the ceiling above begins to give away. He rolls, barely avoiding several tons of metal and rock. He looks up, noticing the open cylinder chamber nearby. A piece of rock falls and breaks against it. The building lurches again, nearly sliding everything into the icy waters below. Captain America quickly hops in, placing the shield against his chest. He then closes the chamber where it locks automatically. The rear portion of the mine crumbles, breaking the area off and creating an ice flow. Inside the chamber, Captain America finds himself being flash-frozen by steam, rendering him unconscious almost immediately. The floor cracks in half as the ice flow tilts away from the mainland. Whatever is left of the building on the mainland slides into the water, leaving no trace. Captain America's ice flow tilts, sliding the entire floor into the water.

The cylinder plunges into the water, away from the rest of the sinking debris. Metal beams and chunks of rock reach the bottom of the ocean, coming to a peaceful rest. Captain America's cylinder rotates as it descends. It dips down, reaching the bottom amidst thousands of tons of metal and rock. It lays on its back. Inside, Steve Rogers rests peacefully.


	23. Finale

It's Spring. The war is over. The grass in the cemetery is very green and beautiful. A few people gather around Steve Rogers' tombstone while preacher gives a sermon. In the front row, Gail Richards wipes tears from her eyes. General Phillips watches her from afar. Later, after they lower an empty casket in the ground, he approaches her. "Ms. Richards," he begins, "I'm... not sure what kind of accident happened in that radio tower, but I know that Steve -" Se turns to him, tears in her eyes, but with a bittersweet smile, "I know, General Phillips," she tenderly lays a hand on his chest, "I know." She turns and quietly walks away.

Steve sits in his hospital bed, "I suppose Zemo's chamber worked according to plan," he tells Fury, "I was down there for decades." Fury nods, unable to really say anything. "So the war's over?," Steve finally asks. "Yeah, we won," Fury says with a smile. Steve looks out the window, "And you mentioned that General Phillips passed away." Fury nods again, "Yes, sir. In the sixties. I'm very sorry." Steve rests the back of his head on the pillow, closing his eyes in anguish. Fury looks through his files, "We uh, have a small list of people you might know. They were people you went to school with and worked with. I can't guarantee that any of them would be alive or not in a nursing home somewhere, but if you like, we could -". Steve shakes his head and cuts him off, "I was engaged," he braces himself. Fury looks over his files again, "Yeah, a Gail Richards, correct?" He nods. Fury breathes and then, "I'm sorry, sir. She passed away in 1993." Steve rolls over on his side and covers his face in sorrow. "She... she apparently got married to an engineer in the late 50's. Had a couple of children." Steve says nothing, but continues to bury himself in his pillow. Nick Fury stands to his feet, "I'm so sorry."

Gail Richards walks silently through a park, alone. The trees and ground are covered in brown leaves which blow in the wind. A figure approaches her from behind, crunching the leaves underneath footsteps. She turns and a wide smile crosses her face, "Steve!" She wraps her arms around a thin Steve Rogers who limps slightly as she pulls him into her arms. He wears a worker's uniform, "Easy," he tells her and they kiss passionately.

"I've missed you so much," he tells her.

"I'm sure I missed you more. When did you get back?"

"Just now. I can't tell you how crazy the last two years have been."

"I'm sure you have a lot of stories to tell."

"Yeah. Weird dreams too. I had a bad one on the way here," he laughs a bit, "It's so out there. Y'see, I was given this serum that made me really strong and everything. The Army used me as some kind of super soldier. I went all over the world, fighting the Axis," he grows sad, "It seemed so real. So many people thought I was this big hero, but really, I was pretty scared a lot of the time. The rest fo the time, I just kept thinking of you and how much I missed you. I didn't care about the war or the way people looked up to me. I only cared about getting home to you. Then...," he pauses for a moment, "Then somehting happened... it sounds so crazy... I was frozen at the bottom of the Ocean. No one knew I was down there. They all thought I died and the world moved on without me for decades," a single tear runs down his cheek, "And you... you went on with your life and when I came back... you were gone. Everyone was. I-I never felt so alone in my entire life. Hell, the thought of losing you was enough to make me wish the Nazis had finished me off."

"It's over now, baby," Gail tells him, "It's all over," she reaches up to kiss him and...

Steve's alarm clock goes off. He sits up in his hospital bed and grabs the clock. He fumbles with it in the dark, briefly setting the alarm to the radio and turning it up before finally managing to shut it off. He drops it and falls back in bed, wiping his eyes. He moves into the bathroom, the lights turning on automatically, blinding him. He leans against the shower wall, allowing the water to run down his body and into the drain. When he comes out, he notices a stack of history books and a video series detailing the 20th century and the 2000's. There is also a note on the remote: "Just press this button - Fury."

He stares at the remote curiously, aims it at the screen in front of him, and presses the marked button. Footage of the Korean War and Vietnam, the Moon Landing, the Fall of the Berlin Wall, Martin Luther King's "I Have a Dream" speech, Nixon's resignation, Elvis, the Beatles, 9/11, Bill Gates discussing Microsoft, and several other images flood the screen over the next few hours. When it's over, Steve sits at the edge of his bed, awestruck.

Steve leaves his hospital room, now in civilian clothes. He steps out and is met with a crowd of agents, hospital attendants, and military officers who give him awe-struck stares. Fury approaches him, "Sir, I believe this belongs to you," he hands his shield back to him. Steve runs his hand over the star, "Thank you." "Come on," he tells him, "I have clearance to take you out. You'll get to see what modern day looks like."

A black car drives through the streets of Washington DC. Steve sits in the back, his mouth hanging open slightly as he gazes outside. Huge ads light up along the buildings. People talk on cell phones. People work on their laptops outside of cafes. A teenager rides a skateboard. A Japanese restaurant displays a sign with Japanese characters.

"It's not what you remember, is it?," Fury sits beside him.

"It feels like another planet," he answers sadly.

"Y'know, my father saw you once."

"He did?"

"He was a part of one of the first African American infantries sent over to Europe during the war. Called themselves the Howling Commandos. Remember `im?"

"I do."

"They came back from a mission. They were greeted by the entire division. I guess you were passing through. A lot of the soldiers just kinda looked at them. A few clapped," he turns to Steve with a smile, "Only one man gave a salute," he points a finger.

"All brave men should be respected," he says simply.

"It's interesting that you say that. I have something to show you. It might cheer you up a little."

The car drives to Arlington Cemetery. It passes by the tombstones until it comes to a large memorial with a stone replica of Captain America's shield. They get out of the car and walk up to the monument. "This is your memorial," Fury explains. Steve looks at it with a puzzled expression, "I guess it's not everyday that a man can visit his own grave." Fury leads him inside.

Inside, there is a stone statue of Steve in costume. Around the memorial, there are hundreds of flowers and notes. Steve looks around, noticing that some of the notes are in English, some are in German, some Chinese, and some in multiple other languages. "You meant a lot to people... not just Americans," Fury tells him. Steve paces around, soaking it all in. "I'll give you a minute," Fury leaves. Steve walks along the memorial, noticing newspaper clippings of him meeting Roosevelt and Churchill, meeting Truman, him and Eisenhower. There are books and magazine articles displayed. Children's pictures behind glass from decades past. A comic book cover. Political cartoons. Stills from a movie serial. He spends several minutes there until he reaches a note that catches his eye. It's a hand written note on an old card. He reaches into the case and takes it out. The note reads, "I love you". He opens it up and sees it simply signed, "Gail". He kisses the note, tears rolling down his face. Nick Fury reenters the memorial. "Ready?," he asks. "Yeah," Steve finally says with a smile, "I'm ready." He holds the note and they walk out together.

They stroll through a nearby park.

"So what now?," Steve asks.

"Well, the Pentagon wants to keep the return of Captain America a secret for now," Fury explains.

"Some things never change."

"And legally, Steve Rogers is dead. We can still set you up with a new identity, though."

"As long as I keep my name. It's practically all I have left."

"Fair enough. Now,... personally, I don't blame you if you decide to retire to a nice cottage in the woods and live out the rest of your days in peace and quiet. You've more than earned it, sir."

"I get the feeling that there's an alternative here."

Fury stops and sighs, "SHIELD is putting a new strike force together. Some people in the Pentagon think that you're perfect for the job. Again, it's entirely up to you."

Steve looks at him curiously, "Tell me more."

**THE END**


End file.
